


Not Going Home

by silverfoxstole



Category: Doctor Who, Doctor Who (1963), Doctor Who (TV Movie 1996)
Genre: Adventure, Angst, F/M, Fluff, Hurt/Comfort, I can't believe it's taken me over 20 years to write this, the TARDIS team that never was
Language: English
Status: In-Progress
Published: 2017-01-05
Updated: 2017-12-08
Packaged: 2018-09-15 01:50:59
Rating: General Audiences
Warnings: No Archive Warnings Apply
Chapters: 14
Words: 39,984
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/9213824
Author URL: https://archiveofourown.org/users/silverfoxstole/pseuds/silverfoxstole
Summary: Directly following The Start of Something. When the TARDIS refuses to return to San Francisco at the start of the year 2000, Grace and Lee are stuck on board. They've no idea where they're heading, but one thing is for sure: they won't be going home any time soon.





	1. Chapter 1

**Author's Note:**

> This will be a series of snapshots or vignettes rather than a coherent storyline, which I'll try to keep in a sensible order.

It took approximately twenty seconds for Grace to regret agreeing to an adventure.

The TARDIS suddenly slammed to a halt, pitching Lee to the ground and the Doctor across the console; glad to already be clinging onto one of the girders she winced as she received a bruised knee and what was probably a strained shoulder, her fingers dented with painful grooves. Momentarily winded by the lever that had just stabbed him in the stomach, the Doctor reached for a section of multicoloured switches and flicked them quickly one after the other. The unearthly wheezing of the engines started up again but it was too soon to breathe a sigh of relief; mere moments later the whole room began to tilt, eventually coming to rest at forty-five degree angle, furniture sliding across the floor and books toppling from their shelves. As three clocks flew past her ear, all chiming the hour, followed by a pot plant and a ukulele, Grace yelled, “Was that supposed to happen?!”

“A bit of turbulence; just hold on,” came the reply as the Doctor clambered hand over hand up the console, dodging a flying copy of _The Complete Works of Jane Austen_ and hanging onto the time rotor, stretching his way round to get to the controls on the other side. Grace wound her feet around the girder’s metal supports, feeling ridiculously like a sloth dangling from a branch.

“Oh, great. Do you even know how to fly this thing?” she asked, her voice all but drowned out by the horrible vibrating noise the TARDIS was now making and the ear-splitting crash as one of the bronze statues that flanked the door toppled over.

Amidst all of this he still found a moment to shoot her a look, somehow managing to appear hurt through the glass and a tangle of curls. “Grace, I wish you would have more faith in me.”

In response Grace would have liked to gesture to the chaos currently surrounding them but she didn’t dare let go in case she joined the ever-growing pile of detritus on the other side of the room. She couldn’t see Lee anywhere; hopefully he hadn’t ended up underneath that lot as they’d never be able to find him. “Do you blame me?” she screamed.

“This isn’t like driving a car, you know,” the Doctor retorted, now sounding rather annoyed and somehow not needing to shout. “The TARDIS is temperamental, she needs coaxing, persuading...”

“Well, how about you ‘persuade’ her to put the floor back where it belongs?”

A steely blue glare came in her direction. “Precisely what do you think I’m trying to do?”

“Whatever it is you’re doing can you get a move on?” another voice called plaintively and Grace looked down to see Lee curled around the base of the console; he must have grabbed it as he slid past and clung on for dear life. “This really isn’t comfortable.”

“Working as fast as I can, Lee.” There was series of random bleeps and bloops and a somewhat disgruntled-sounding gurgle as the Doctor manipulated the controls, pulling this, smacking that, twiddling something else. One foot was now planted between the destination controls and the handbrake, the other precariously on the ledge that surrounded the console. With impressive dexterity, he leaned round and yanked on the chain that brought the hanging monitor down from the ceiling; from this angle Grace couldn’t make out his expression when he saw whatever was flashing up on the screen but she definitely heard a mutter of “Oh, dear, that’s not good” before he ducked down and started attacking the switches again with a speed that might just have been fuelled by panic.

“Doctor,” she said, “Can you get us out of this?”

“Of course, of course,” he replied, obviously distracted and moving out of the way just in time to avoid being hit on the head by the begonia that had just decided to launch itself from one of the shelves. “It might just take a while, that’s all... talk amongst yourselves for a bit.”

“Oooohhhh!!!” Grace fumed impotently. “I should have guessed something like this would happen. I can’t believe I actually agreed to come with you!”

“Well, to be fair we didn’t really have much choice,” Lee reminded her as the contents of the Doctor’s toolbox finally succumbed to the forces of gravity and clattered past his head.

“Precisely,” the Time Lord agreed before Grace could open her mouth. “I presume you wouldn’t have wanted to be dropped off twenty years after you left?”

“What? No! But what would have been wrong with taking us home a few days _before_ New Year’s?” she demanded.

He stared at her, wide-eyed, and emphatically shook his head. “And risk you bumping into yourself? Oh, no, no, no. The universe has had quite enough of potential destruction for the moment. The fabric of time is far too delicate.”

“You mean we could destroy the universe if we met ourselves?” Lee asked, interested despite their current situation. “That’s crazy, man.”

“Indeed. The Blinovich Limitation Effect is in place for a very good reason; it doesn’t do to cross your own time stream. Well, unless you’re a Time Lord and there are even greater stakes,” the Doctor said, half to himself. Still awkwardly balanced on the console he glanced up at the time rotor and mumbled something under his breath that sounded to Grace remarkably like a prayer, crossing his fingers behind his back where he probably thought she couldn’t see before leaning over and spinning the time wheel, hard. Grace almost lost her grip on the girder as the TARDIS gave an almighty lurch and something extremely heavy fell to earth; she closed her eyes, stomach turning upside down as though she’d just done ten loop-the-loops at Disneyland, and was sure she was about to be very, very ill when all of a sudden the shuddering stopped and the sound of the engines evened out to their apparently normal asthmatic groaning.

Nothing else happened, but she didn’t want to let go or even look. Eventually, after what seemed like hours had passed but was probably only a minute or so, someone tapped her on the shoulder. Cautiously Grace opened her eyes, half expecting to see Armageddon, or at the very least a trail of destruction across the console room. The latter was definitely there, but the floor was back where it was supposed to be and the world was apparently still intact, certainly if the grin the Doctor was wearing was anything to go by. Ignoring him, she carefully unwound herself from the girder, palms feeling as though they’d been shredded and muscles quivering from the exertion of holding on for so long, and staggered towards the armchair that had by some miracle remained upright, collapsing into the cushions. The rest of the room looked as though an angry giant had grabbed hold of the TARDIS and given it a good shake.

“What was all that about?” Lee had emerged from under the console, rubbing the back of his head. “Did we hit something again?”

“Probably some more of that distortion in the vortex. It can spread like wildfire but it usually settles down once history decides on the path it wants to take. I expect we hit some bother around the time of the Reformation; that’s always a bumpy ride and takes about two centuries to finally sort itself out,” the Doctor said, peering at some readouts. “Everyone all right?”

“Oh, fine, just _fine_ ,” Grace retorted. “I’m battered, bruised and still recovering from being possessed and killed, but otherwise everything is just peachy-keen, thanks.”

“Good, good.” He hadn’t been listening, frowning at whatever the console was showing him. “How very odd; there’s no record of any temporal distortion registering in this section of the vortex. According to the TARDIS we’re precisely where we’re meant to be.”

“I was right, then: it _was_ your lousy driving.”

She knew he’d heard that; she saw his mouth twitch in annoyance. “It’s probably down to some residual effect of the Eye of Harmony being open too long. I’ll look for the relevant manual; see if it can shed any light on the subject... oh, dear.” The Doctor turned and surveyed the state of his library in dismay. There were books scattered all over the floor, some in the garden and the fishpond, others smouldering from where their pages had been caught by toppled candelabra. “We’ll have to clean this lot up first.”

With a sigh he began to gather up books and cushions, rescuing an astrolabe and an antique telescope from under an upturned ottoman. After a few moments Lee started to help, uncovering the gramophone and wincing as he discovered a stack of broken LPs. Grace pushed herself unsteadily to her feet. “Is there a bathroom on this tub?” she enquired.

The Doctor blinked at her in surprise. “Yes, of course. Third door on the left down the hallway; look for the yellow duck.”

“Good.” Wobbling only slightly, she headed in the direction of the interior door, half-hidden behind a pair of red velvet curtains. Stopping on the threshold and surveying the mess, she announced, “I’m going to clean _myself_ up; do _not_ disturb me under any circumstances.”

“None whatsoever?” he asked, lifting an eyebrow.

Grace thought for a moment. “Only if the universe actually _is_ ending,” she conceded, adding as she turned back to the doorway, “And then give it half an hour.”

 


	2. Chapter 2

**Summary for the Chapter:**

> Clothing and conversation.

“Grace? Grace, are you in here?”

The Doctor’s voice carried through the rails and closets of the TARDIS’s wardrobe room to where Grace stood in front of a full-length mirror, admiring the gorgeous burgundy wool coat she’d just found. Lightly fitted at the waist with skirts that fell to the ankle it would go beautifully with a pants suit she had, maybe with the Versace blouse that she’d bought in a sale and never found an occasion to wear. The only problem was that both were back in San Francisco in 1999 and she was currently only God knew when and where, whirling about in the middle of the time vortex. With a sigh she hung the coat back on the rail, wondering just how long it was going to take her to get used to the idea that, for the foreseeable future at least, she wasn’t going home.

“Grace?” This time her name was spoken right behind her and she jumped, one hand flying to her pounding heart. The Doctor was standing there wearing a smile that was entirely inappropriate given that he’d nearly scared her to death.

“Don’t,” she said slowly, “ _ever_ do that again. I do not want a coronary before I hit forty.”

“You didn’t answer,” he said, utterly unrepentant. “I came to tell you that we’ll be landing soon.” He saw the pile of clothes on a nearby chair and frowned. “What’re you doing?”

“Picking out something fresh to wear, what does it look like?”

The frown didn’t move. “Whatever for?”

“I just had a long soak in the bath; you think I’m going to put yesterday’s outfit back on?” Grace just about resisted the urge to roll her eyes; he evidently hadn’t even noticed she was wearing a towelling robe, her hair still in the topknot she’d used to keep it free of the water.

He shrugged. “It was very fetching.”

“And very dirty, especially after I ended up slimed by the Master and being thrown around in the muck in your Cloister Room,” she pointed out. “You ever take a brush to that floor?”

“I’ve never spent much time in there before. Ohh, I see.” Comprehension dawned at last. “There’s no need to mess about in here if that’s the only problem. Just stick the clothes in the TARDIS’s laundry machine and they’ll be as good as new in no time. Better, in fact, as it repairs as well as cleans.”

“I might have known you’d have a washing machine from Mars.” Grace couldn’t help laughing, shaking her head.

The Doctor grinned. “Alpha Centauri, actually. You wouldn’t want a Martian washing machine. Terrible things; they leave snags everywhere and the drainage is abysmal.”

“You are such an idiot,” she told him as she picked up her bundle. The wardrobe was stuffed from ceiling to floor with rail upon rail of clothes; she could have spent days in there, even weeks, trying on everything from Roman togas to Tudor gowns to stuff apparently made from tinfoil that wouldn’t have looked out of place on the Jetsons. It had been very hard to resist walking away with an eighteenth century ball dress that could have been made for Marie Antoinette or a fantastic dressing gown trimmed with the most extravagant iridescent pink feathers that certainly never came from any bird native to the planet Earth, but she’d managed to confine herself to the basics, for now at least. “Are you sure it’s OK to take this stuff?”

“Of course, of course. Help yourself to whatever you need. I don’t think I’m likely to be wearing that jumper for a while,” he said with a wink as he lifted the trailing sleeve of a fluffy pale blue sweater that might have come from the 1960s, putting it back on the pile.

“Are you sure?” Grace asked cheekily, tickling his cheek with the fuzz. “It matches your eyes.”

For a moment she thought she saw the flicker of a challenge in them and that he would demand the sweater to try it on, but instead he looked slightly wistful. “I think I remember Polly wearing it once.”

“I hope she won’t mind me borrowing it.”

“I shouldn’t think so; she and Ben left me a long time ago. Nice girl; she was a secretary from 1966. We met in a nightclub... where did you find that?” Abruptly the Doctor reached out, tugging a loose-fitting t-shirt emblazoned with bright splashes of colour that Grace had thought might be good for sleeping in from the middle of the pile.

“Over there.” She pointed vaguely in the direction of one of the many closets. “Do you want me to put it back?”

“No, no... I just hadn’t seen it in years, that’s all. It was one of Ace’s favourites. She stopped wearing it, claimed it was too childish.”

Now there was more to his expression: a melancholy that seemed to come easily to his eyes, strange in one who could be so relentlessly optimistic, and something else, a touch of anger perhaps? Grace wasn’t going to ask, to pry, but the affection in his voice when he said that name and the way his thumb almost unconsciously stroked the fabric of the shirt compelled her to say, “She meant a lot to you, didn’t she?”

He sighed. “Yes, she did, and I don’t think I ever actually told her, not properly. We didn’t... we didn’t part on the best of terms.” He shook his head, sharply. “I’m sorry, you don’t want to hear about all that. It’s just... having companions in the TARDIS after so long and seeing that shirt again...”

“Brings back memories, huh?”

“Something like that.” Another sigh, gusty and full of frustration, and the frown was back, more confused than before. “Have you ever had the feeling that if you had the chance you’d go back and do things differently?”

Grace blinked. “All the time. Who hasn’t?”

“It’s even more awkward when you wish you could change something you did when you were someone else.” The Doctor shot her a rueful smile. “Maybe I _am_ more human this time round. Regret is a very human emotion.”

“Hey,” she said lightly, poking him in the chest, “Don’t knock human emotions. We can’t all have a time machine to put our mistakes right.”

To her surprise he actually shuddered, and not just for effect; it seemed as though a shiver had just run right down his spine. “Don’t joke,” he said with a grimace. “We must have broken about four laws of time with that little stunt, possibly five; I’m really going to be for it if the CIA ever catches up with me.”

“What?” Now she nearly gaped at him. “The CIA have a time travel department? I know they’re secretive, but - ”

“No, no, no.” The Doctor was shaking his head again, curls flying in all directions. “Not _them_ , I mean the Celestial Intervention Agency back on Gallifrey. They’ll have my guts for garters; rewinding time like that created a temporal paradox and the CIA are only keen on those if they’ve deliberately caused them. They regard themselves as the professionals and I’m strictly amateur, you see.”

“So what _are_ your people, then: some kind of time cops, watching out for people breaking the rules?” Somehow Grace couldn’t imagine the Doctor ever being anything so mundane; she certainly couldn’t see him writing anyone a ticket for illegally entering a restricted time zone.

“They would if they actually got off their backsides and went out into the universe. No, they only ever get involved when the transgression is of an extremely serious nature.” He shoved his hands into his pockets, rocking back on his heels. “The fact that the TARDIS is avoiding that particular part of the vortex suggests that we did a fair bit of damage and the High Council aren’t going to like that. Time Lords aren’t supposed to meddle, you see, just observe. We’re certainly not meant to turn time inside out.”

“Hey,” Grace said, “Who’s this ‘we’ you keep mentioning? The Master caused all of it!”

“Well, yes, but you and I had to reroute the TARDIS’s power in order to close the Eye of Harmony, didn’t we? The old girl’s a Type 40; she wasn’t really built to have raw artron energy pushed through her drive system with quite so much force. It’s a bit like putting rocket fuel into a Model T Ford; we’re lucky the circuits didn’t overload. Add the possibility of a severe temporal paradox and the CIA will be hopping mad.”

Grace pinched the bridge of her nose, certain she was getting a headache. Just for once it would be nice to have a conversation with him that actually made sense and didn’t jump about from tangent to crazy tangent. “You’d better not be intending to blame this paradox-thing on me; I only did what you told me to, and mostly by accident.”

He held up a long finger. “And you did it admirably, Grace. Just think about it: you saved the universe!”

“Yeah, and you’ve just told me I could be arrested for it!” she retorted.

 “Oh, I shouldn’t think they’ll bother us.” The Doctor leaned in and grinned suddenly; in that moment, so close to those twinkling blue eyes, she wasn’t sure if she’d rather slap him for scaring her or kiss him senseless. “I do happen to be very good friends with the president.”

Grace groaned. “Oh, you _would_. You’re a horrible name-dropper, you know that?”

“She used to travel with me, in fact,” he continued, unperturbed. “I would have given you her room but I had to jettison it a few lifetimes ago to escape the Big Bang.”

“Doctor,” said Grace with what she regarded as admirable calm given the circumstances, “I have no idea what you’re talking about.”

“You’ll learn. Now...” He clapped her lightly on the upper arms and whirled around, velvet coat flying, towards wherever the door must have been; Grace couldn’t even see it any more. “I think we’ve lurked in here quite enough; there are places to see, people to meet!”

“Aren’t you going to change?” she asked, and he frowned, evidently puzzled by the question.

“Again? I only changed two days ago. Are you fed up with this me already, Doctor Holloway?”

A slap, Grace thought, definitely a slap. “I mean your clothes, dummy. Where did you steal them from: one of the hospital lockers? Half the staff was going to the New Year’s costume party.”

The Doctor looked affronted. “I did _not_ steal them, I _borrowed_ them; my need was greater at the time. Even if I’d managed to find my own they wouldn’t have fitted and I could hardly go wandering about the place in a shroud, could I?”

“True,” she conceded, adding, “Whoever it was you ‘borrowed’ them from is going to get a hell of a fine from the costume hire shop.”

“When we manage to get back I’ll make it up to them,” he promised. “Now, shall we go?”

“Not yet. You can’t go around wearing a fancy dress costume,” Grace insisted. “It’s silly.”

“Really?” He glanced at his reflection in the mirror and tugged on his lapels, turning this way and that. “I thought it rather suited the new me; makes this body look quite dashing, don’t you agree? Much better than tweed and question marks at any rate.”

She reached over and brushed away a piece of lint from his sleeve. Absurd as it was the clothes actually _did_ suit him, setting off his refined handsomeness and those beautiful chestnut curls. No one else could have got away with it, but he managed to make the old-fashioned outfit look quite natural. However, even if that was the case, to go about dressed like a reject from the nineteenth century on a day-to-day basis was crazy and she said so. To her annoyance he just laughed.

“Grace, Grace, Grace, I’m a Time Lord; It doesn’t matter what I wear because I’m _always_ out of date.” he announced, spreading his arms wide for emphasis. “I don’t belong to any one time and place. I’m a citizen of the universe!”

“Now you’re just being pretentious,” Grace told him. “You- ”

She was interrupted by a shout from somewhere down the corridor. “Hey, Doctor, Grace!” Lee called. “C’mon! We’ve landed and I want to know where we are!”

The Doctor turned back to Grace. “Coming?”

“Do I have a choice?”

“Well, you could always stay in the TARDIS...”

Grace shook her head. “Uh-uh. You really think I’m going to let you two out of my sight?”

“Wonderful. I’ll see you in the console room in five minutes.” The door, she discovered, was typically just around the corner. The Doctor paused on the threshold and looked her up and down, arching an eyebrow. “I should probably get dressed first, though; anachronism is one thing, but most societies draw the line at wandering around in bath robes.”

The pile of clothes Grace flung at the doorway just missed his disappearing coat tails.


	3. Chapter 3

**Summary for the Chapter:**

> First contact... sort of.

“Well, this is exciting.” Beyond the TARDIS doors there was nothing but pitch darkness. Grace waved a hand in front of her face but couldn’t see it. “Did they forget to turn the lights on, or have you brought us to a civilisation that hasn’t discovered electricity?”

“Could be either. Or both. Or neither,” the Doctor said in her ear; she nearly shot through the roof, assuming wherever they were had one. “One thing you’ll learn: don’t judge everywhere you go by parochial human standards.”

“Given that I _am_ a parochial human who has never been beyond Earth before, I think I can be forgiven my narrow world-view. And you can stop patronising me, thanks; I’m not a kid,” she reminded him. “Where _are_ we, anyway?”

“According to the TARDIS, a planet called Xenaria. I can’t say it’s somewhere I’ve ever visited before.”

“On it, or under it?” asked Lee, from somewhere to Grace’s left.

“Only one way to find out.” There was a click, and she was suddenly blinking furiously, trying to clear the patterns left on her retinas from an incredibly bright beam of light that momentarily dazzled her. When she could finally see again the Doctor was holding a large rubberised torch, one that was far too big to have fitted into his coat pocket; he was also standing about six feet to the right of where she’d mentally placed him. She glanced at the TARDIS but the door was still firmly shut; refusing to give him the satisfaction of asking instead she looked up, at the striated ceiling that was now revealed.

“Rock,” she observed. “So we’re underground.”

He hummed in agreement. “Several miles, I should think.”

Lee was frowning; he reached out and touched the nearest wall. “It’s red; like _devil_ red. Since when is rock this red?”

“Go on,” Grace told the Doctor before he could open his mouth. “Tell him he’s being a parochial human.”

He gave her a withering look and passed her the torch. With a flick of his wrist he produced the sonic screwdriver apparently from thin air and went to join Lee; after a few moments the increasingly familiar warbling of the tool bounced off the cave walls, giving it a strange, eerie quality that made Grace shiver. Telling herself she was being silly she wondered whether she should duck back inside for a thicker coat. “Hmm,” the Doctor said finally. “It’s certainly not of a composition I’ve come across before. Given the colour I’d expect it to be rich in iron ore but that doesn’t seem to be the case.”

“So what do we do; head back inside the TARDIS and try again?” Grace suggested.

“And leave a potentially fascinating planet unexplored? Certainly not!” The Doctor looked horrified by the very idea. “Where’s your sense of adventure?”

She pulled a face. “I think I left it on the bedside table, but my sense of self-preservation is right here. You said you’ve never visited this world before; _anything_ could be lurking out there!”

“Exactly,” he said, and she gaped at him.

“Are you saying that you actually _want_ to walk into potential danger?”

“Of course. That’s what I do,” he said, utterly unfazed. Turning the screwdriver round he made an adjustment to its controls and it lit up like a pen torch. “Come on.”

“Cool,” Lee remarked, ducking into a tunnel that Grace could now see led away from the cave in which the TARDIS had landed. “We’re explorers! I claim these rocks for the planet Earth!”

The Doctor followed him and with a sigh she brought up the rear. Evidently she was going to be the unheeded voice of reason in this little setup. Lee could be excused his disregard for his own safety by his youth, but she was coming to realise that the Doctor sometimes seemed to positively revel in it. She’d caught him grinning and even laughing during that terrifying ride on a stolen police motorcycle, when Grace had been convinced more than once that they were going to end up under a truck, actually enjoying himself despite the perilous situation. Admittedly, the sheer exhilaration of escaping the ITAR building had been a wonderful feeling but she certainly hadn’t found the trip downwards on the end of a fire hose fun, her face buried in the Doctor’s coat to avoid watching the ground come up to meet them. Was this what her life was going to be like now?

“Careful, Lee, don’t go too far ahead!” the Doctor called after a while, and Grace just about heard something that sounded like an assent from somewhere down the tunnel.

“Where’s he going? Surely he can’t see a thing!” she exclaimed.

“It’s getting brighter; look.” He pointed, and she switched off the torch for a moment. Sure enough, the passage in front of them was faintly illuminated; the result was pale, watery, as though something was shimmering on the rock. There was just about room for the two of them to stand side by side now and she moved closer, enough to be able to see him frowning in the strange light.

“What is it? The surface? I didn’t notice that we were walking upwards.”

“That’s because we haven’t been.”

“Then it’s something horrible? I knew it,” Grace groaned.

“Maybe, maybe not. I like to keep an open mind.” His hand unerringly found hers and gave it a reassuring squeeze. “Let’s move on, but with a little more caution.”

“Fine by me.”

“Come on, then.” The Doctor headed for the light, strolling down the tunnel with a lot more confidence than Grace was feeling. Anyone would think he was out for a walkin the park on a nice afternoon; in contrast her imagination was already conjuring up all sorts of nasties that could be round that bend. Brian had been a fan of _Predator_ and the _Alien_ films and while two days ago she would have told anyone that they were obviously fiction, she was now uncomfortably aware that there were probably even worse creatures out there in the wider universe.

Fervently hoping she wasn’t about to meet any of them today (or ever if she was being completely honest), she followed in the Doctor’s wake, forcing herself reluctantly to release the death grip she’d unconsciously taken on his hand. She was so busy trying to steel herself for what she might suddenly encounter that she almost crashed straight into his back; he’d stopped a few feet into the cavern and was gazing around with undisguised interest. Grace managed to pull herself together before he noticed her slightly undignified entry and turned to take a look; what she saw made her jaw drop.

“Oh, my _God_...”

“Isn’t it awesome?” Lee asked excitedly, and she had to admit he was right. She was standing in what could only be described as an underground cathedral: the cave was huge, more than forty feet wide and maybe half that again long, its walls made of delicately-glowing pink crystal. Glassy, glittering stalactites hung like icicles from the vaulted ceiling, their points wickedly sharp; Grace turned on the torch for a moment to illuminate the recesses above and caught the fluttering of wings but whether they belonged to this world’s version of birds or bats she couldn’t tell. Ahead of her the rock rose upwards from the floor creating a kind of ledge or possibly an altar; stepping closer she could see something in the middle, half-concealed behind a crystalline screen; a figure carved from what could have been the same red stone they’d seen in the tunnels when they arrived.

“What _is_ this place?” she wondered aloud, turning slowly on the spot in an attempt to take it all in. Behind the ‘altar’ was a dark space, roughly the size and shape of a stained glass window in a renaissance church; an empty frame waiting to be filled, or something else entirely?

The Doctor wandered forwards, brushing his fingers lightly over the wall; in response the light it emitted grew stronger, as though reacting to his presence. “A place of worship for the indigenous population, at a guess, but whether it’s still in regular use is debatable.”

“So far underground... surely it must have been abandoned. There’s no sign that anyone’s been here recently.”

“That theory does rather assume the locals live on the surface.” He raised his hand, showing her his clean fingers. “See? No dust.”

“That means nothing; I know where dust comes from,” Grace told him.

“No cobwebs, either.”

Time to beat him at his own game. “Maybe this planet doesn’t have any spiders.”

His mouth twitched in amusement. “Good point.”

Grace smiled back. “I’m a fast learner.”

“Indeed you are. I – Lee, don’t touch that.” The Doctor broke off sharply, hurrying over to where their companion was hovering around the altar, attention fixed on the strange red figure behind the screen. Lee glanced up to see the stern-faced Time Lord approaching and moved away slightly, hands behind his back.

“OK, OK, I was only looking,” he protested. “Chill out, man; Indiana Jones wouldn’t be so uptight.”

“First rule of exploring alien civilisations: keep your hands off their religious artefacts,” the Doctor said, and then bent over for a good look at the statue for himself, crouching until he was eye-level with it. “Remember what happened with that golden idol.”

Grace watched him as he took out the sonic screwdriver once more and waved it over the thing; the device began to buzz at a frequency that gradually started to make her teeth ache. “And I suppose you always follow your own advice?” she enquired archly.

He glanced up at her. “You two are new to all this; I’m a professional.”

“Oh, yeah?”

“Well... experienced amateur, then. You know, this is interesting; there’s a faint psychic vibration emanating from it.” The Doctor rubbed his forehead distractedly. “Can you hear that?”

“Hear what?” She was at his side in a moment, sarcasm forgotten as he started to sway on his feet; grabbing his arm she managed to stop him falling and he leant gratefully on her shoulder. “What’s the matter?”

“Something at the back of my mind...” He shook his head, as though there was something loose inside it. “No, it’s gone...”

“Come sit down for a second,” Grace said, leading him away, towards an outcrop that was about the right height for a pew. “Put your head between your knees.”

“I’ll be fine,” he insisted. “Really, Grace, I’m a Time Lord, remember? Human remedies aren’t likely to work.”

“I’m not likely to forget. Just do it,” she ordered in her best no-nonsense doctor’s tone. Grumbling, he did as he was told. “You just nearly fainted; give yourself a moment.” She glanced around the cavern, feeling suddenly cold; rubbing at her arms to try and generate some warmth she wished again that she’d put on a heavier coat. That was weird, as just now she could have sworn it actually felt warmer in there. “This place gives me the creeps. Feels like someone’s watching me.”

“Perhaps something is. I’ve seen it before: telepathic entities living inside rock, animating it for their own purposes. That statue may act as a kind of lodestone for their psychic power.”

“And exactly what might they do with this ‘psychic power’? I’m guessing they probably won’t want to discuss the latest episode of _X-Files_.”

The Doctor sat up. “Unlikely; we’re so many light years away from Earth that the current TV here is more likely to have been produced by John Logie Baird.”

“Doctor,” said Grace, “Can we _please_ go back to the TARDIS now? I know you do this all the time but I was possessed by an alien maniac a couple of days ago and I really don’t want something worse to happen on my first trip out.”

He looked torn, and she knew he was desperately wanting to investigate further and find out what this possible ‘telepathic entity’ actually was, but at length he sighed and nodded. “Yes, yes, you’re right. We’ll leave this mystery for another day. Come on, Lee; we’ll head back the way we came.”

“Be with you in a second,” Lee called. “I’m just – uh-oh.”

There was a loud click, and Grace turned to see that the crystal screen in front of the statue was receding, drawing down into the altar; the statue itself had begun to glow, an increasingly fierce red light that forced her to shield her eyes. Lee was staring at it like a rabbit caught in headlights. “What did you do?” she shouted, feeling the ground start to shudder under her feet, just like the tremors that sometimes ran through the city at home.

“Nothing! I didn’t touch it, _honest_!” he exclaimed, stumbling away, hands held high as the Doctor ran across the shaking floor, a silhouette against the brilliant glare. “What’s happening?”

“Our presence must have triggered a long-dormant defence mechanism,” the Doctor said rapidly, looking around the rock as though he was searching for some kind of control panel. “Whatever that psychic presence is, it obviously wants us gone.”

“Can you stop it?”

“Well, I could try telepathic communion, talk to it and persuade it we’re not out to loot the place - ”

“And while you’re chatting we get shaken to pieces?” Grace yelled. “Let’s just _go_!”

“You’re right, in this case discretion is probably the better part of valour!” Leaving the altar he raced towards the doorway, grabbing her hand and Lee’s elbow as he passed, dragging them with him. Grace nearly went down, the shuddering increasing with every step, just managing by a miracle to keep her footing. And there, just on the edge of her hearing, was something else: a low, ominous rumbling...

“Doctor!” she called, tugging on his hand to try and get his attention. He glanced back over his shoulder, eyebrows raised. “I’ve seen _Raiders of the Lost Ark_ , I remember what happens!”

His eyes widened, and she knew he could hear it too. “Oh, dear.”

“What’re you talking about?” Lee bawled. “What’s going on?”

They all looked at each other. The rumbling was getting louder. And closer.

The Doctor took a deep breath. “When I say run....”

 

 


	4. Chapter 4

**Summary for the Chapter:**

> Stuck in a cell with an unconscious Doctor, Grace and Lee end up having a little heart to heart.

Worried as she was about the Doctor, Grace couldn’t help but notice that the other occupant of the cell was uncharacteristically silent. She glanced across and was just about able to make Lee out in the dim light: he’d curled into himself, head down and arms wrapped around his knees, almost as though he wanted to disappear.

“Hey,” she called softly, and he jumped at the first sound in the room for hours. “Are you OK?”

He lifted his chin, and she could almost see him drawing on that shell of bravado she was coming to know so well. “Like you care.”

“Of course I care! Lee, I can tell that something’s bothering you and if you want to talk about it...” Grace shrugged as best she could with the Doctor’s head resting against her shoulder. “None of us are going anywhere.” She waited, but no response was forthcoming so she tried again. “I’m a good listener, I promise.”

There was a long pause, and she shifted the Doctor slightly, beginning to lose the feeling in her left arm. He still showed no sign of coming round, his skin alarmingly cold and his breathing so shallow she could barely make it out in the gloom. She checked the dressings again; rough as they were they seemed to be holding but she knew he needed medical attention sooner rather than later, alien or no. For what seemed like the hundredth time she gently brushed his hair back from his closed eyes and silently willed him to come back to them. Without him they were horribly out of their depth, stranded like this on a hostile planet so far from home.

When Lee finally spoke again she nearly leapt out of her skin, his voice coming from right behind her shoulder. She hadn’t even noticed him move. “Will he be OK?” he asked, and Grace turned her head to see him staring down at the unconscious Doctor, in the shadows his expression a mixture of pain and something else she couldn’t quite identify: loss, perhaps?

“I don’t know,” she said honestly. “If we could get him somewhere with medical equipment so I can see to those wounds I’m pretty sure he’ll be fine, but I don’t see that happening any time soon. Do you?”

“It’s all my fault.” The words were muffled as he bowed his head again and she could only just distinguish them.

“Pardon?”

“I _said_ , this is all my fault!” Lee yelled, shoving his face into hers with such ferocity that she nearly toppled over. The wall thankfully saved her dignity but only just; lacking the energy or will to move again she just sprawled there with the Doctor half in her lap, Lee bearing down on them, his face black with anger. “It’s always the same: anyone I get close to, anyone I might actually... give a damn about... they _always_ die! I kill them!”

“Lee, you haven’t killed anyone,” Grace said, suddenly realising as the words left her mouth that she had no idea of his background beyond the odd word or two. After all, he’d been there in the alley when the Doctor was shot and she didn’t think he’d been taking in the air. “Have you?”

He gave a bitter laugh that sounded far too old for his years. “Maybe I didn’t pull the trigger, but they’re dead all the same. Everyone’s dead except me.”

“The Doctor’s not dead.”

“Maybe not yet, not now, but he was before. Back in Rose Alley, when the TARDIS arrived...” Lee had withdrawn back into his corner now and glanced at her. “Those bullets were meant for me. Three goons from an opposing gang spent four days tracking me down; I gave ‘em the slip over and over until my luck ran out. The TARDIS and the Doctor saved my life; if they hadn’t arrived I would have been yet another member of the Chang family left bleeding his life out in the gutter. Most people would say that’s all I’m worth.”

“I’m not most people,” Grace said sharply. “And neither is the Doctor. He might have died then but he’s here now, isn’t he?”

“He’d still be the way he was if it hadn’t been for me. It’s my fault he got shot, and my fault he nearly got taken over by the Master. Now I’ve done it again! If I’d actually listened to him for once and laid low instead of making so much noise - ”

“Oh, Lee. You can’t blame yourself for this; it was an accident. And do you really think the Doctor holds you responsible for his death?” She looked down at the unconscious Time Lord in her arms and smiled fondly. “Look at him: this is the man who doesn’t have the attention span to hold a grudge. He seems perfectly happy to have regenerated, doesn’t he? He’d be horrified if he knew you were thinking this way.”

“He wouldn’t understand.” Lee shifted, moving back and away from the thin beams of light that broke through the grill high up in the wall and shattered on the rough stone floor. “He’s an alien, what does he know about my life? The Master was right: there’s nothing for me back home, no one to miss me. The last two friends I had in the world were killed by the same guys who shot the Doctor.”

“There must be someone - ”

His voice rose again. “Didn’t you hear me? There’s _no one_ , no one at all. You don’t understand either; I bet you never lost both your parents before you were done with middle school.”

“You know nothing about me,” Grace said slowly, needled by his dismissive tone.

“I know you’re not like me, with your fancy education and your high-powered job.” Lee snorted. “Admit it: you thought I was garbage the minute we met.”

“If I did, it was only after you stole the Doctor’s things and ran off. What the hell was I supposed to think?” She sighed in frustration, shoving away the desire to scream and tear at her hair. Forcing herself to try and stay calm she snapped, “Y’know, your background doesn’t give you the monopoly on family tragedy. Even those of us lucky enough to have comfortable lives suffer loss.”

To his credit, Lee actually looked surprised. “You mean - ?”

“You’re not the only one to lose parents. OK, I may have still had my Dad but my mother died when I was five. That’s why I’m a doctor: I wanted to find out what killed her and stop any more little girls losing their mommies.” Grace swallowed. It was all so long ago; she’d stopped feeling emotional about it, or thought she had, but she could still see in her mind’s eye the closed bedroom door and the lines on her father’s face. He’d looked so old that day; hunched over, not like the big, strong Daddy she knew. He never really recovered. “I don’t remember her that well, but I still miss her every day. I wonder what she would have thought about my life, whether she would have been proud of me.” A laugh broke through; probably hysteria. “God knows what she’d think if she could see me now. Grace Holloway: time travelling cardiologist!”

“She was... ill?”

She nodded. “A congenital heart defect; they couldn’t do anything for her.”

Lee suddenly seemed very interested in the floor, tracing patterns in the dust. After a long moment he said quietly, “I’m sorry.”

“Not your fault, not this time,” Grace said lightly, grateful for the sympathy and glad she’d managed to reach him. “We’ve not found a cure for it yet, but I’m still hoping. And in the meantime I’ve helped make sure a lot more moms and dads live to see their kids grow up.”

Now it was his turn to sigh. “You’re a good person, Grace. Better than me, anyway.”

“Don’t say that! You’re a good kid, Lee; you’ve just been dealt a really bad hand.” She reached over as best she could while cradling the Doctor and caught hold of his fingers, giving them a friendly squeeze. He tensed for a moment but didn’t pull away which was a good sign. “Just think: you stood up to the Master. Not many would have found the courage to do that.”

“Yeah, and look what happened. Got me killed, didn’t it?”

“Only for a while.” Grace smiled and tried to meet his gaze. “And that’s something we _do_ have in common: we’ve both seen the other side. Even the Doctor’s never been there.”

It took a few moments, but eventually he smiled back. “I guess that’s true.” He glanced at the Doctor; the Time Lord looked quite comfortable, and if it weren’t for the blood staining his shirt and waistcoat he might have just been sleeping. “D’you think he’s jealous?”

“Insanely. You know he can’t stand someone else knowing more than him.”

Lee laughed, then looked thoughtful. “You really think I’m a good person?”

Grace squeezed his hand again and released it. “Yeah, I do. And the Doctor does, too. I don’t know if he was reading souls, or timelines, or whatever the hell he can see that we can’t when he makes these predictions, but he told me you have great potential.”

The smile that was still lurking around Lee’s lips became sly. “You two pillow talk about me, then?”

“What?! You really think that we’re - ” She stared at him, seeing that the smile had now turned into an all-out grin, and huffed, eyes narrowed in a dangerous glare. “Ohh, I get it. You are an asshole, Chang Lee.”

“I thought I was a good kid?” he asked, immediately all innocence. That wide-eyed, ‘what, me?’ look _had_ to have been picked up from the Doctor.

“Even the best people can still be assholes.”

“Known a few, have you?” Lee’s cheekiness was returning to the fore, and Grace was glad to see it. She was curious about his parents, and what might have happened to any siblings he may have had, but didn’t like to push his confidence. Hopefully he’d trust her enough to open up at little more in time.

“One or two.” She pulled a face. “Comes with the territory when you’re the youngest consultant in the cardiology department, and the only woman to boot.”

“Knowing you, Grace, I’m pretty sure you didn’t take any crap from ‘em.”

She was attempting to work out if he was still trying to get a rise out of her when she was distracted by the tickling of the Doctor’s curls against her neck. Glancing down she saw him moving for the first time in hours and her hand moved automatically to feel for his carotid artery; his pulse, which had been steady but incredibly slow, was almost back to normal and a huge wave of relief swept through her. Frowning, he batted her fingers away and mumbled without opening his eyes,

“Grace, there’s no need for that.”

“As the one who’s been sitting here worrying and wondering when, or if, you were going to wake up, I beg to differ,” she retorted and he gave a long-suffering groan. “How are you?”

“Fine,” he said immediately, adding before she could even open her mouth, “And don’t think I can’t hear you disagreeing with me.”

Deciding not to even bother trying to dispute the logic of that statement she said, “You were stabbed. Twice. And you’ve been unconscious for about five hours.”

“Ah, yes. I’m sorry about that.” His eyes finally fluttered open and he actually had the decency to look sheepish. “The blood loss was starting to become rather acute so I had to put myself into a healing trance. I would have warned you but time was rather of the essence.”

“I’ll think about forgiving you later,” Grace told him. “Now you’re back with us, do you have something in your pockets I can use to dress those wounds properly? I really need to start carrying a first-aid kit around with me.”

“No need, no need.” The Doctor tried to sit up; he wobbled around, nearly falling backwards again so she let him lean against her for a bit longer. He tugged open his bloodstained shirt and waistcoat. “All healed over, see?”

“Wow,” Lee breathed, leaning in for a curious look at their friend’s almost unblemished torso. The only traces of the stab wounds were two thin pink lines, one across his stomach and the other beneath his ribs. “That’s incredible, man. Can you teach me how to do it?”

“Sorry, Lee, you’d need Time Lord DNA first,” the Doctor replied, looking mournfully down at his wrecked clothes. “Such a shame about this waistcoat; it’s ruined now and I really liked it.”

“We’ll get you a new one,” Grace promised, feeling the rise of an all-too-familiar exasperation at his habit of focussing on trivial matters at times like this. “At the moment, though, I think we have more important things to worry about, don’t you?”

“We do?” His pale blue gaze flicked about the gloomy little room and the frown returned. “Where _are_ we?”

“In a cell. After you fainted they decided to dump us in here.”

“ʻDump’ is the right word,” Lee added, rubbing at a bruise on his forehead. “I don’t think they know too much about humans.”

“Or care,” Grace added. She knew without checking that her arms were going to be black and blue the next day.

The Doctor looked grim. “Right. In that case I suggest we see about getting out of here.”

Grace and Lee exchanged and glance and she rolled her eyes. “Oh, of _course_! Why didn’t we think of that?”

“Probably because you haven’t seen the inside of as many prisons as I have,” the Doctor muttered, either ignoring the sarcasm or failing to process it entirely. He patted down his pockets and said something that appeared to be in no language Grace had ever heard but which sounded extremely rude. “No sonic screwdriver. We’ll have to do it the old-fashioned way, I’m afraid.”

“Ventilation duct?”

Now he gave her a look and pointed upwards. “I don’t think we’d fit through, do you?”

There were two tiny grilles near the ceiling. Grace had been dieting before Christmas but even so it would be an extremely tight fit. “Ah.”

“Quite. Lee, would you do the honours?”

“Me?” The Doctor was nodding towards the door and Lee blinked in confusion for a few moments before his face cleared and he jumped to his feet. “All right!” With barely a pause for breath he began shouting at the top of his lungs, bashing at the door with fists and feet. “Hey! Hey, you! Let me out of here!”

Grace shook her head, wondering what would come sooner: their release or a migraine caused by the noise.


	5. Chapter 5

**Summary for the Chapter:**

> Grace just isn't going to get that eight hours' sleep she was expecting...

It was the tapping on the door that finally woke Grace.

At first she’d thought it was just part of her dream, that if she ignored it it might go away, or at least resolve itself into something more relevant, but eventually her subconscious seemed to realise its insistence and began to draw her reluctantly back towards wakefulness. She lay there for a few minutes, listening to the ever-present hum of the TARDIS and the steady sigh of her own breathing; when the sound didn’t come again she punched her pillow in irritation and tried to settle back down, hoping she might be able to pick up the thread where she’d left off. Her brain was just relaxing, her body on the verge of sleep once more, when the knocking, louder this time, startled her, sending her heart off on a cardiac drum solo.

“Grace?” The sound of the Doctor’s voice made Grace flop back down and pull the pillow over her head. It was no good; she could still hear him. “Grace, are you asleep?”

“Yes,” she said loudly. “I’m still blissfully away in the land of nod, dreaming that there isn’t a mad Time Lord knocking at my door in the middle of the night.”

“Good.” The door opened and she could just see his outline in the almost-darkness; the TARDIS never let the room get completely pitch black, somehow attuned to Grace’s natural rhythms as a city-dweller and knowing she couldn’t sleep without the faint glow of a street lamp somewhere. “I was hoping you’d still be up.”

“Doctor, I am nowhere near ‘up’,” she corrected. “I am at present lying in bed, trying to get back to sleep; sleep, by the way, from which you just woke me. Why the hell would I still be up at - ” Reaching over for her watch on the nightstand she squinted at the dial and the ship helpfully raised the light level just enough. “ – three AM?”

“Time is relative,” the Doctor said dismissively. “It’s only three AM because you think it is.”

“No,” Grace told him, wondering if murder was illegal everywhere in the cosmos, “It’s three AM because my watch tells me it is. That’s what watches are for.” She groaned. “What do you want, anyway? I was in the middle of a really good dream: telling Roger Swift exactly what I thought of him in front of a crowd of cheering onlookers.”

He frowned, sitting down; Grace had to move her right foot before it was squashed. “I hope there weren’t any profanities involved.”

“Every other word.” Glad that the light was still dim and conscious of the sight she must present in an oversized t-shirt and with terrible bed-hair, she pulled the sheets up a bit further. “Was there something you wanted, or do you wake all your companions in the middle of the night? Is it some sort of weird TARDIS ritual?”

“Don’t be ridiculous.”

She yawned. “I can’t help it; sleep deprivation brings out the loopy side of me.”

“Actually....” Unusually he sounded a little hesitant and she squinted, trying to make him out; he was hugging one knee, awkwardly perching on the end of the bed. “I was wondering if I could show you something.”

“This better not be some weird come on,” Grace warned, and the light lifted again just in time for her to see his eyebrows fly upwards towards his fringe.

“Certainly not!” he cried, and his next words almost tripped over themselves in his haste to get them out. “I mean, it’s not as though I would never... you know that I... but there are times and places and I respect you as a friend - ”

“Doctor,” she said, trying not to laugh as her resentment at being woken started to melt, just a little, “It was a joke. “

“Oh.” His shoulders slumped in obvious relief. “Oh, good.”

“But you know that if you make a habit of walking into my bedroom like this there might be talk. Kidding – kidding!” Grace added quickly when he opened his mouth to start protesting again. “Anyway, Lee already thinks we’re... y’know.”

“He thinks what?!” The Doctor’s eyebrows shot up again before he relaxed, finally realising she wasn’t being serious. Well, not much. “He couldn’t have seen anything, he’s asleep.”

“Oh, you walked in on him, too, did you?”

“No,” he said with what sounded like forced patience, “I heard him snoring when I passed his door. He sounded dead to the world.”

“Lucky guy,” Grace muttered. “So, what did you want to show me that couldn’t wait till a civilised hour?”

“What did I... oh!” He looked flummoxed for a moment at being forcibly brought back to the point before a proud grin settled on his face. “I finished it.”

She stared at him, and when no more was forthcoming wearily rubbed her eyes. It really was too late/early for this. “Finished what? _Oliver Twist_? The _Times_ crossword?  Translating _I Love Lucy_ into Venusian?”

“How did you know they’re partial to vintage American sitcoms on Venus?” the Doctor asked, surprised. “I once met a warlord there who was very fond of Lucille Ball.”

“Lucky guess. And if you don’t tell me the truth I’m going back to sleep,” Grace threatened, hiking the covers back over her shoulders with excessive force in the hope of dislodging him. It didn’t work. “I can’t deal with your nonsense on four hours’ rest.”

“Funny, I thought you doctors thrived on short nights,” he said, and backed away as she gave him her patented death glare. “All right, all right. I wanted you to know that I finished the butterfly room.”

“The butterfly... oh, that place you were talking about to house your collection? That’s nice, but couldn’t you have waited until the morning to tell me?”

“Well, I did try.” He glanced at the floor and then back at her with a distinctly sheepish expression. “But I was just too excited and I wanted to share it with someone.”

“Hold on...” Grace thought about this. “You want me to come and see your butterflies? Right now?”

The Doctor gave her a hopeful little smile and looked at her with those puppy dog eyes he damn well knew she couldn’t resist and she sighed. It really was like dealing with an overgrown child sometimes. And just as single-minded as children could be, he clearly wasn’t going to leave her alone until she agreed to do what he wanted.

“Oh, all right. And after that do you promise to leave me in peace until tomorrow lunchtime?”

“Gallifreyan Scouts’ honour.” He found her dressing gown on the bedstead and handed it to her, but made no move to get up. When Grace just gave him a pointed look he blinked. “What?”

“I’m not going traipsing about the TARDIS corridors like this. I look like a complete hag.”

He shrugged. “It doesn’t bother me.”

“Well it bothers me! Give me five minutes to get dressed.” When he still didn’t move she threw her pillow at him. It bounced off his shoulder. “Out!”

“Ah. Yes, yes, of course.” She aimed another missile and he jumped up, heading for the door. Pausing on the threshold he added, “You promise you won’t go straight back to sleep?”

_As if I could_ , Grace thought, retrieving the pillow and staring at it longingly. _As if I could_.

 

***

 

“Don’t you ever sleep?” she asked ten minutes later, when she’d had a quick wash and dragged on some sweats and it became obvious in the strong light of the corridor that he was annoyingly bright-eyed and bushy-tailed. He’d shed his coat and cravat at some point since she’d turned in but his clothes still looked pressed and neat, his gaze was clear and his attitude way too perky for such an early hour.

“Occasionally. Time Lords don’t actually need much rest; our bodies are much more efficient than yours, you see. Your eight hours of sleep a night is compressed into just one or two a week for us. Anyway,” the Doctor said when Grace was starting to contemplate whacking him one for being a superior ass, “Sleep is for tortoises.”

“Bet those tortoises are happy and well-rested.”

He raised an eyebrow. “No doubt they are. But the point here is that if I needed to sleep as much as you do I would never have got the butterfly room started, much less actually finished it.”

“Oh. You mean you’ve been working on it while we’ve been asleep?” He nodded and she felt suddenly and inexplicably guilty that he’d been toiling away all on his own. “You should have told us; we could have helped you.”

“I appreciate the sentiment, Grace, but do you understand block-transfer computations and advanced Gallifreyan mathematics?”

“Er, no.” She pulled a face. “God, that sounds terrible.”

“Well, it can be extremely tedious, especially if you get almost to the end and find there’s an error in your code. Putting it right is a bit like trying to unpick a particular stitch in a piece of knitting; one false move and the whole thing unravels. Everything you’ve built just floats away.” The Doctor grinned. “The end result is worth it, though.”

Grace took a minute to get her head around this. “Hold on a second. Do you mean you’ve been making this thing out of numbers?”

“Of course.” The way he said those words made it sound as though the concept was the most obvious thing in the world. “The whole TARDIS is made of complex mathematical formulae. If you tried to build an almost infinite ship from standard materials you’d exhaust whole planets before you reached the kitchen.”

“So none of this is actually real?” She looked around at the walls, half-expecting them to be transparent, nebulous, but everything looked as solid as ever. “It could all just disappear?”

“I certainly hope not.” The Doctor stamped down hard on the floor; Grace winced, but nothing so much as wobbled. “See? It’s all perfectly stable. Gallifrey has been using block-transfer calculations for millennia.”

“Wouldn’t bricks and mortar be easier?” _And safer_ , she didn’t add.

He sniffed. “If you want to be boring about it. But this makes redecorating the work of a moment, and you can have anything you want.” A moment later the grin was back. “Caves, castles, submarines... you could live on a galactic star cruiser if you really wanted to, though I’ve no idea why you would. I could turn the console room into a Bedouin tent, the great library of Alexandria or an exact model of the Mare Sirenum on Mars, if I were so inclined. Isn’t that more exciting?”

His enthusiasm was infectious and Grace couldn’t help smiling back. “Yeah, I guess it is. So why did you base its current appearance on a steam-punk gentlemen’s’ club?” she teased. He gave her a mock-affronted look and she laughed. “Well, come on, then. I thought you were going to show me this wonderful achievement of yours? Did you decide on a conservatory in the end?”

“Not exactly...” The Doctor took hold of her hand and she let him lead her down the passage, towards a rather ordinary-looking wooden door that looked very out of place in the pristine walls. For some reason the Gothic decoration of the console and cloister rooms didn’t extend to much of the rest of the ship, which almost veered towards the sterile: gleaming white surfaces interspersed with circular indentations he’d referred to as ‘roundels’. Grace supposed he’d started redecorating and got bored, or distracted. “OK,” he said. “Close your eyes.”

“And have something jump out and scare me to death? No way.”

He huffed. “Grace, I do wonder sometimes exactly what you think of me. I promise you that idiotic practical jokes really aren’t my style, in any incarnation.”

“Sorry. I went out with a guy once who thought giving me a cardiac arrest on a daily basis was fun. And this place is still so weird to me,” Grace admitted. “I saw a cat the other day, right at the end of the corridor. At least I think it was a cat, and I think it was the end but it’s so hard to tell in here; the passages seem to go on forever. You never mentioned having a cat.”

“I don’t. Well, that is to say I _did_ , but I left him with a previous companion. There certainly shouldn’t be any felines wandering around in here now.” The Doctor frowned. “What did this cat look like?”

“Just like a regular cat,” she said with a shrug. “It was white, I think, but that’s all.”

“Hmm. Definitely not Wolsey, then. Maybe it’s the TARDIS playing about with the time fields, breaking down barriers for a split-second and allowing you to glimpse the future.”

“She can do that?”

“Sometimes, usually under some outside influence. But it’s not important now.” He turned back to the door and turned the handle, throwing it open. “Butterflies!”

Grace peered through the doorway but could make out little beyond a black void. “I can’t see any butterflies.”

“Well, I had to put a containment field around the door or they’d all end up escaping, wouldn’t they? The last thing I want is for Jasper and Stewart to take decide they’d make a tasty midnight snack,” said the Doctor. He stepped aside and extended a hand. “After you.”

“Jasper and Stewart?” she enquired as she stepped over the threshold.

“The cloister room bats.”

“Ah. Should’ve guessed.” Grace looked around but she still couldn’t see much; a gentle breeze, like that on a bright summer’s day, touched her skin, and she could have sworn she could smell wildflowers. “Hey, is it me or is it warmer in here?”

“Walk on a bit further,” the Doctor suggested, and so she did.

Gradually, the darkness began to recede, shadows resolving themselves impossibly into the branches of trees, the leaves and fronds of both mundane and exotic foliage. Somehow she could feel uneven earthy terrain beneath her feet, hear the swish of grass as she moved through it. The scent of flowers grew stronger, and somewhere in the distance came the distinctive sound of birdsong. She emerged into a clearing, and her mouth fell open in shock at what she saw.

“Oh, my _God_.”

She heard the Doctor come up beside her. “Do you like it?” he asked, his tone that breathless, eager one, the one that meant he was probably bouncing up and down on the balls of his feet. “It’s rather good, isn’t it?”

“We’re on the side of a hill,” Grace said, staring out across the view spread below her; somewhere down there was a river, snaking its glittering way across the valley floor. Above stretched an azure blue sky, a few fluffy clouds drifting lazily past. There was a rushing sound, the fluttering of thousands of tiny wings, and a whirling rainbow of all kinds of butterflies twisted and looped around her head; instinctively she ducked and they wheeled away, up into the clear blue expanse. “You’ve put a hill in the TARDIS!”

“I did say block-transfer computations could do anything.” Now he sounded just a bit smug. She supposed she couldn’t really blame him.

“Yeah, but I was expecting something... well, something a little smaller?”

“I admit, it did start out small, but then I made a few...”

“Mistakes?” she tried.

“Detours,” he corrected. Grace glanced round to see that a purple swallowtail had landed on the end of his nose. “It sort of... grew from there. I was quite pleased with the way it turned out, though. What do you think?”

“I think...” She searched for adequate words, feeling butterflies start to settle on her shoulders and in her hair. It was a peculiar feeling, and one with which she wasn’t immediately comfortable but she made herself fight her initial reaction and not shrug them off. “I think it’s amazing.”

The Doctor smiled happily. “Good.”

Grace lifted her hand; there was an orange sulphur perched on her wrist. “Are these guys computer generated, too?”

“Certainly not!” He reached out, extending a finger towards the butterfly; after a few moments’ consideration it walked across from Grace’s hand to his. “Some ended up in the TARDIS by accident when they flew into the console room, and there’s colony of great heliotrope painted ladies that I rescued on Hydropon VII, but mainly they’re all here by choice. They seem to like it.”

“Can’t blame them.” She gazed out across the valley again, still not quite able to believe that this space was actually inside the TARDIS. The ‘sun’ was soft on her face, the breeze just the right temperature, neither too hot nor too cold; another butterfly brushed its wings against her cheek and she found that she was starting not to mind all that much. “It’s beautiful.”

“I’m glad you approve. Would you like to stay a while, or do you have a pressing engagement elsewhere?”

“With what we primitive humans call sleep, you mean? I think I may be able to put it off for a bit longer,” Grace said. “But if I’m cranky in the morning you know it’ll be your fault, right?”

The Doctor chuckled. “I’m willing to take that chance.”

She turned, holding out a hand, and burst out laughing to see him covered by a moving, fluttering, multicoloured shawl, the butterflies landing all over his head and shoulders, clinging to his waistcoat and tangled in his curls. He just grinned, and she shook her head. “Oh, my. Come on, then. You can take me on a tour and tell me how clever you’ve been. But,” she added, “I promise you that if you try and explain to me exactly how you did it I _will_ go back to sleep.”

“Perish the thought. It’s all very complicated and boring anyway. Just think of it as magic.”

“As in: ʻAny sufficiently advanced technology is indistinguishable from’?” Grace asked, hoping she’d got the quote right.

“Ah, Clarke’s third law. Personally I think magic is much more fun,” said the Doctor. He lifted an eyebrow, long, cool fingers closing around her own. “Shall we find out?”

The butterflies were marching across their linked hands, from his wrist to hers. “Why not?”

“Why not indeed.”

After all, Grace reflected, there were worse ways to spend the night.

 

**Notes for the Chapter:**

> For those who may not know, the butterfly room (and Jasper and Stewart the bats) was introduced by Kate Orman and Jonathan Blum in Vampire Science, one of the first EDAs and a novel in which Grace was to have been the companion. I'm reimagining it a bit for my own purposes.


	6. Chapter 6

**Summary for the Chapter:**

> Sometimes helping out is the wrong thing to do.

Grace had never been so relieved in her life when the door slid open and she saw the Doctor standing there.

“Oh, my God, I don’t think I’ve ever been so happy to see anyone!” she exclaimed, just about managing to stop herself hurtling forwards and throwing her arms around his neck. When he didn’t speak she realised he was flanked by two soldiers and looking very, very serious. Her heart, which had lifted and been joyously soaring amongst the clouds, dropped straight back into her shoes. “What’s the matter? What’s happening?”

“You are free to go,” one of the guards said in that strange sing-song manner the Gelphonians had. “You will leave the cell.”

“Doctor?” Confused, Grace turned back to him; two minutes ago she’d been dolefully contemplating her fate, sure she was on death row and now this... “Doctor, what do they mean?”

“The charges against you have been dropped,” he told her quietly. “Go back to the TARDIS and wait for me there.”

“Wait for you... no! We’ll leave together! They don’t need you here any more - ”

“The Doctor will remain,” intoned the other guard. “His punishment is still to be carried out.”

“His _what_?!” Grace wanted to scream; she wasn’t stupid by a long chalk (she was a successful cardiologist for God’s sake!) but she didn’t understand any of this. “What punishment? What’s he done? He _helped_ you - ”

“The Doctor has agreed to accept your punishment and suffer the consequences,” the first guard announced.

“Under Gelphonian law the crime of one may be freely accepted by its mate,” added the other. “As your mate the Doctor was willing to bear your sentence.”

“He argued quite eloquently in your defence. The judges were convinced that you are a primitive life form with no understanding that what you did was wrong.”

“I’m a _what_?” For a split second Grace was ready to chew her companion out for that description but she noticed the tiny shake of the head he gave and clammed up. His eyes were melancholy but his jaw was set, his head held high. “Oh, Doctor. Why did you do this?”

“Go back to the TARDIS,” he said again, his voice amazingly level. “Lee is there already. I’ll follow you as soon as I can.”

“What will they do?” she asked. At no point during her imprisonment had she been told what might await her, whether it would be a telling-off or a fate worse than death. She hadn’t even been allowed to attend her own trial on this insane world, and all for trying to help someone in need of urgent medical assistance. He didn’t respond, so she tried again. “Doctor, what will they do?”

“Sentence is no concern of yours,” the first guard declared. “You will leave the cell.”

“Do as they say, Grace,” the Doctor urged. “Just walk away and don’t look back.”

“No! I’m not leaving you!” She stepped towards him, arms outstretched; with a swift movement she almost didn’t even see two blasters were pointed right at her heart. “Hey, am I not even allowed to give my ‘mate’ a goodbye hug?” she demanded, thinking fast. “It’s...er... traditional in our culture.”

The guards looked at each other. “Very well,” the second one said. “You have one minute.”

Grace didn’t hesitate; she pulled the Doctor to her in a desperate embrace, feeling his arms slide around her waist. “What will they do to you?” she whispered in his ear.

“It doesn’t matter. All that matters is your safety,” he told her firmly.

“Bullshit,” she retorted. “I might be safe but you’re not! Let me stay with you!”

“Grace.” He hadn’t raised his voice but the sharp edge to his tone made her flinch. “Their patience won’t last forever. I had to negotiate hard for them to extend the same courtesies to an off-worlder as they do to their own people so please don’t throw all that effort away. If we waste too much of their time they may decide to make an example of us and execute us both. Do you want that?”

Suddenly Grace felt very small, and hopelessly out of her depth. All she’d wanted was to do her job and help someone in trouble and look where that had got her, where it had got them both. “No,” she said softly. “No, of course I don’t.”

“Then walk away. They won’t bother you; now I’ve taken the shame and responsibility for your crime you pretty much cease to exist for them. Just look after yourself, and Lee, until I get back, OK?”

“OK,” she reluctantly agreed, and he gave her a fierce squeeze for a second before one of the guards announced that their time was up and he must let her go. They motioned for him to enter the cell she had just vacated, and she could barely make out the reassuring little smile he gave her before the door slid shut; it took her a moment to realise it was because her eyes were full of tears.

For one horrible moment Grace wondered if she’d ever see him again.

 

***

 

Just as the Doctor had said, no one paid Grace any attention as she made her way back through the streets of the city to where they’d left the TARDIS. People looked straight through her, or turned their heads away as she passed. _Word gets round quickly here_ , she thought ruefully, _I’ve been shunned_. Eventually the familiar blue shape of the police box loomed out of the trees ahead of her and she broke into a stumbling run, realising only at the last moment that the Doctor had given his key to Lee and she didn’t have anyone to give her a helpful bunk up to reach the one hidden above the sign. Collapsing against the door she banged on the nearest panel as loudly as she could, giving the wood a kick for good measure and immediately feeling guilty. “Sorry, old girl,” she whispered, stroking the grain. “It’s been a bad day. A _really_ bad day.”

Abruptly the door opened and she all but fell into the lobby, dragging herself back to her feet with the last of the energy that had seemed to be draining away ever since she left the Doctor behind in the prison. She made it through the doors to the console room and they shut behind her with a comforting boom; nothing would be getting inside after her. Her legs wobbled as she stumbled down the steps; glancing up she felt eyes on her and saw Lee standing by the console, his face creased in a worried frown.

“Where the hell have you been?” he demanded. “And where’s the Doctor?”

“They let me go, thanks for asking,” Grace snapped, and he flinched, briefly lowering his gaze. “The Doctor offered to take my place.”

“He did _what_?!” Lee’s eyes and mouth widened to comic proportions. “Then you mean - ”

“I’ll explain, or try to,” she said wearily. “But first I need a stiff drink.”

 

***

 

The Doctor not being much of a drinker it took some cajoling to persuade the food machine to make her a Scotch, but she managed it eventually.

She cleaned herself up some while Lee paced the console room in frustration, and, figuring she deserved comfort of some sort after all she’d been through, finally curled up in the big red and gold armchair on the edge of the library with her drink and a furry throw to fill him in on what had been happening over the past thirty-six hours. As she spoke his expression gradually turned from disbelief to anger to horror; his teeth and fists clenched but she knew that, no matter how mad they both were feeling, there was nothing they could do.

“He’ll be OK, though, right?” he asked. “It’s the Doctor; he’s always OK.”

“I don’t know,” Grace told him honestly. “He wouldn’t say what he thought they might do and I have no idea what constitutes justice on this mixed up mud ball.”

“We should get into the prison; break him out!”

“With what: just the two of us and no weapons?” He looked mutinous and she rested a hand on his arm. “I feel the same, Lee; I hated to have to leave him. But what can we do? We don’t have an army, no one will support us; we can’t even move the TARDIS.”

Lee brightened. “How about the mayor? The Doctor helped him out; maybe he’ll do the same in return.”

“It was the mayor who approved my sentence,” Grace said. “He won’t help us now; it would be seen as overriding the whole legal system for an off-worlder and his ministers won’t stand for that. However much we hate it, we’re got no choice but to sit tight and wait for the Doctor to get back. Who knows: maybe they’ll just let him off with a slap on the wrist.”

Even as she spoke the words she knew it was a vain hope.

 

***

 

Lee was fast asleep on the sofa when the knock sounded on the TARDIS door and it took a few moments for Grace’s brain to make the connection between the noise and the awaited return of their companion; she was on her feet and hurrying across to the console almost before she realised the fact. On the scanner the view from the exterior camera just showed her the top of the Doctor’s curly head as he leaned against the door; she couldn’t see any obvious marks on him but knew by now that alien cultures often had more subtle means of imparting their own favoured brand of ‘justice’. Swiftly she threw the lever to let him in and was halfway across the room when he appeared at the top of the stairs, standing straight and tall but with a fading bruise across the right side of his face and a definite tremble in his hands.

“Oh, thank God,” Grace breathed. “I was starting to think they’d never let you go.”

He smiled, just slightly. “The miscreant – or rather her representative – has been punished, atonement has been made, so they released me. And also told me in no uncertain terms to get off their planet and never come back.” On the surface his voice was as smooth and even as ever but she didn’t miss its tiny wobble as he reached the end of the sentence. Something was obviously wrong.

“Such a nice people,” she said dryly, adding before he could reply, “You’re hurt; what did they do?”

“Really, Grace, I’m perfectly all right,” the Doctor insisted, reluctant, as ever to submit himself to what he regarded as her ‘fussing’. He walked with admirable control over to the console and started laying in new coordinates, sending the ship barrelling back into the vortex and away from Gelphon. As the sound of the ancient engines reverberated through the room and the familiar swirling blue-green beauty of the vortex rippled across the ceiling his pinched expression relaxed just a fraction and he breathed what must have been a heartsfelt sigh of relief. Grace could sympathise; she couldn’t wait to get away either, but there were more important issues to deal with right now and she wasn’t going to be flimflammed, not this time.

“Doctor,” she said, using the no-nonsense tone that always used to work on interns and inexperienced nurses, “Where are you hurt?”

He waved a dismissive hand, a gesture that might have been more effective had not the hand in question been shaking. “It’s nothing; they had no idea about my superior physiology.”

“It doesn’t look like nothing to me.” Grace came up beside him and he jumped, as though he hadn’t noticed her standing there. She lifted a hand to his face, gently touching the bruise with her fingertips and he flinched away; there was a cut just under his eye and the sclera was bloodshot. “Did they hit you?”

“More than once, actually.” He caught hold of her fingers and moved them away. A shiver bolted up Grace’s spine; his skin was even colder than usual, practically freezing. “There’s no need to fuss; I just need a bit of a lie down, that’s all.”

She didn’t believe him for a moment but she knew how to deal with incidents like this; for all his alien origins he was a man and she knew from long experience that men always hated to admit when they needed help. “OK,” she told him, stepping back slightly. “Off you go, then; Lee and I will leave you in peace.”

The Doctor’s eyes widened in surprise that she was accepting defeat so easily before narrowing again suspiciously. “Really?”

“Really. You go have a nice nap.” She gave him a bright smile. “I’ll put the kettle on when you wake up.”

“Thank you.” Turning slightly he went to take a step, but stopped, blinking furiously. One hand flew out to the console for support, catching hold of the ledge with clumsy fingers. “Er... Grace?” he said in a very small voice, the little colour that had been left in his face leeching away as though someone had pulled a plug.

Grace was back at his side in a moment. “What is it?”

He made an effort to straighten up but failed miserably and as she watched his eyes began to lose focus. “I’m terribly sorry, but I think I’m going to collapse,” he mumbled, and pitched forwards in a dead faint. Grace was only just quick enough to catch him before his head hit the parquet floor, and as she did she finally saw the blood that was pooling on the back of his coat, soaking into the velvet.

 

***

 

Grace yelled at Lee to wake him, and between them they managed to carry the Doctor to the TARDIS’s infirmary, a room she’d so far only seen in passing and never had cause to enter.

They manoeuvred him out of his coat, waistcoat and shirt and laid him down on his stomach on one of the beds; Grace felt her own gut churn slightly as she beheld the wounds across his back: long welts that appeared to have been made by a lash of some sort. She glanced up to see Lee looking rather green and sent him over to the multitude of shiny white cupboards to search for cotton, antiseptic and bandages. For all his experience on the streets with the triads it was obvious he’d never seen injuries of this sort before, but then neither had she, not really. This kind of barbarity had no place in the modern world. Silently she thanked the Doctor for sparing her such a punishment and cursed him for being stupid enough to take it on himself.

“Those guys are complete sickos,” Lee observed, holding the tray for her and averting his eyes as she bathed the wounds. Under her touch and the sting of the antiseptic the Doctor started and groaned; she gently rested a hand on his shoulder as he instinctively tried to sit up.

“It’s OK; just lie still. I’m dealing with it,” Grace told him, and could see him gritting his teeth as she continued with her work. “Some of these are going to need stitches; do you have needles and suture thread?”

He shook his head. “No need.”

“Doctor, I don’t care about your Gallifreyan healing powers; I’m the medic here and you’re not going to talk me out of this,” she warned. “Those wounds need stitching.”

“No, no, no, that’s not what I meant,” he said hoarsely. With a grimace of pain he lifted himself up on one elbow and managed to point towards one of the cabinets. “Isoderm welder, top shelf.”

“Lie back down; Lee can get it,” Grace instructed, and a few moments later a rather baffled Lee was handing her an egg-shaped device with no apparent buttons or controls.

“What the heck does this do?” he asked, frowning.

“It knits torn flesh back together,” the Doctor told him and Grace couldn’t help but laugh despite the situation.

“Yeah, _right_ ,” she said. “And I’m Mother Teresa.”

The Doctor just gave her a look, his face tense, and she immediately wished she’d kept her mouth shut. This was no time to be facetious. “Grace, _please_.”

“OK, OK, I’m sorry; that was unprofessional. How does it work?”

“Just wave it over my back. But no more than two passes, mind,” he added as she moved the welder into position. “That should hopefully be enough.”

Grace did as she was told. The first pass all but stopped the bleeding, and to her amazement before she’d finished the second the cuts were beginning to close. She’d seen the Doctor’s incredible powers of recuperation more than once before but this... this was something else. The idea that future technology would be able to create something like this, would be able to heal almost instantly... in that moment she couldn’t decide whether from her point of view it was a good or a bad thing. Centuries from now, would they even need doctors, people like her, any more?

She was still staring at the miracle in her hand when the Doctor pushed himself stiffly into a sitting position. He glanced around for his shirt and pulled a face when he saw the state of it, opting instead to wrap the blanket from the end of the bed around his shoulders; Grace caught it just in time, pulling it away to reveal his healing back. The wounds had all but closed up; what was left already scabbing over and drying out. She wondered whether she’d ever get used to seeing such serious injuries just disappear, her medical training constantly claxoning at her that, no matter what her eyes told her, it should not be happening. It _could_ not be happening!

“Hold on,” she said, grateful to be distracted by something practical she could do to help. “You need a dressing on those.”

She knew he was rolling his eyes at her but ignored him, fetching gauze and tape from the supplies Lee had found earlier. The kid was standing around awkwardly, not quite sure what, if anything, he should be doing, and Grace took pity on him.

“Why don’t you put the kettle on?” she suggested. “I think we could all use a hot drink.”

Relieved, Lee went, having no doubt picked up on the tension that was building in the air. Grace took the gauze back to the Doctor and busied herself dressing what was left of his wounds. “You didn’t have to send him away,” he said quietly.

“Yes, I did,” she replied, and he glanced at her over his shoulder, brows lifted in surprise. “I don’t want him to be here when we start yelling at each other.”

“Are we likely to be yelling at each other?”

“Probably. I definitely feel like yelling at you right now,” Grace told him, snipping off a length of surgical tape. “Want to guess why?”

“I have a feeling you’re going to tell me anyway,” the Doctor said, flinching slightly as she gently pressed the tape to his skin. “You might as well get on with it.”

“OK, I will.” Pausing, she closed her eyes for a moment and took a deep breath before exclaiming, “What the _hell_ did you think you were doing back there, putting yourself in deadly danger because of me? You nearly got yourself killed!!”

“Grace, Grace, Grace - ”

She shook her head. “Ohhh, no. Don’t you _dare_ ‘Grace Grace Grace’ me. You knew what was waiting for you but you didn’t tell me, did you? Of course not; that would have been too easy. Instead you left me to drive myself mad wondering what those maniacs might do! Don’t you think it might have been helpful to actually let me in on your plan?” He opened his mouth to object but she held up a hand, pacing away from the bed, her voice rising as the fear and frustration of the last few hours poured out. “Was a quick ‘don’t worry, Grace: they’ll flog me but I’ll drag myself back to the TARDIS and you can put me back together with a surgical magic wand’ too much to ask? I have been worried _sick_ about you, you insensitive alien _bastard_!!”

She fairly screamed the last word at him and to his credit he had the decency to look contrite. Grace’s heart was pounding, her blood rushing in her ears; tears of anger spiked behind her eyes and she turned away, wiping at them with the back of her hand. When she managed to speak once more it was in little more than a whisper:

“When that door separated us I thought I might have seen you for the last time and I just couldn’t bear it.”

The Doctor said nothing, but a few moments later she felt strong arms encircle her waist from behind and after a moment’s resistance for form’s sake leaned gratefully into the embrace. They stayed like that for a while, heads together, hands clasped, until eventually she felt his breath on her neck and he murmured, “I’m sorry, truly I am. But you see I couldn’t tell you what would happen; it wasn’t possible.”

Grace bit her lip. “Couldn’t, or wouldn’t?”

“I couldn’t tell you because I didn’t know myself.” She straightened slightly, twisting her head round to look at him and he nodded. “Sentence hadn’t yet been passed; I had no idea what was facing me after that door closed.”

“Oh, my God.” Grace stared at him, hoping he was joking, but could find no trace of levity or guile in his expression. “You’re serious.”

“Absolutely. I agreed to take on your punishment, whatever the court decided upon.”

“They could have done anything... they could have executed you!” she cried, horrified. “How could you agree to do that? How could you walk into the unknown and be so calm about it?”

The Doctor shrugged. “Because I didn’t want you to be the one to make that step. It wasn’t fair, or just, and you didn’t deserve it.”

“Neither did you! It’s crazy, completely insane...” She trailed off, turning in his arms until they were face to face. Gently she cupped his bruised cheek in her hand. “You were willing to sacrifice yourself... for _me_?”

“Of course.” He said it with utter, quiet conviction, as though it was the most obvious thing in the world to do. “You’re my friend, Grace. Why wouldn’t I?”

“Oh, God...” With a sigh Grace rested her forehead against his. “I don’t think I’m worthy of your friendship, Doctor.”

“Allow me to be the judge of that,” he retorted.

She laughed, shortly. “You really are a lunatic, aren’t you?” she asked, not expecting an answer. “I guess I’ll have to try to live up to your expectations.”

He shook his head, curls tickling her temple. “Who says I have expectations? It’s enough that you’re here.”

“Crazy man.” She kissed his battered cheekbone. “Can we use that welder-thingy to fix up your face?”

“Not unless you want me one-eyed.” The Doctor smiled, and then winced as it pulled on tender skin. “It’ll heal up soon enough. I suppose I’d better make myself presentable and then we should join Lee; the kettle has probably boiled dry by now.”

“True,” Grace agreed, reluctantly letting him go. “One thing, though, Doctor.”

He paused, gathering up his blood-stained clothes. “Oh, yes?”

“I don’t ever want to be frightened like that again. Next time, even if you don’t know the answer, tell me _something_ , OK? Not having a clue what’s going on scares the crap out of me.”

“I can’t promise anything,” he hedged. “But I’ll do my best.”

“Good enough for now,” she said, and took the hand he offered her. As they left the infirmary she added, “But as your ‘mate’, I just want you to know that if you don’t I’ll kill you myself, or at the very least make life _extremely_ uncomfortable for you.

“And that _is_ a promise.”

 

 


	7. Chapter 7

**Summary for the Chapter:**

> The best laid plans...

“I’ve gotta hand it to you, Doctor; you certainly know how to show a girl a good time!”

“Really?” Distracted by the laser blast that shattered the wall sconce right by his left ear the Doctor ducked, shaking shrapnel out of his hair. Grabbing Grace’s hand he dragged her along behind him, weaving back and forth between the exhibits while screaming patrons scattered in all directions. The women were apparently unhampered by their long skirts; Grace wasn’t having as much luck, her feet continually catching on her multitude of petticoats.

“Of course!” she shouted, finally throwing propriety to the winds and hitching the hem of her dress over one arm. With animated waxworks on the loose she doubted anyone would give a damn about her ankles. “Anyone else would’ve just taken me out to dinner!”

The Doctor threw her an incredulous glance over his shoulder. “And you’d rather be running for your life?”

Grace shrugged as best she could, swerving to one side as another bolt almost singed one of the careful bunches of curls it had taken her nearly an hour to put in and melted a group of sober-looking politicians by the window. “Well, as dates go it’s definitely unique!”

“That’s very true,” he said with a chuckle before dodging abruptly to his right and into a long corridor. “Come on, down here!”

There were doors along either side of the passage but they were all shut tight and there was no obvious way out. Grace risked a look behind and saw that their pursuers were still right on their tail; she wasn’t quite sure if the sheer ludicrousness of the situation outweighed the possible danger they were in: being stalked by a wax facsimile of Queen Victoria, widow’s weeds and all, with a ray gun for a left hand. “Won’t we be trapped?”

“We can draw their fire; give everyone else a chance to escape.” The Doctor’s head was turning swiftly from side to side and she could imagine his mind working like lightning; he all but screeched to a halt and Grace flew onwards as her momentum carried her past him, only stopping when brought up short by his grip on her hand. “Here, quickly; help me with this!”

She did, pushing on the heavy marble-topped table, her feet skidding on the carpet. “What’s this going to do?”

“I don’t know: slow it down for a minute? Push!” he ordered. “Come on, you can do better than that!”

“I am doing my best!” Grace just managed to suppress a squeal as one of the gas lamps crazed above her head, showering them both with fragments of glass. The next blast hit the pilot and she heard the distinctive whoosh of gas igniting. “Oh, my God!”

With a final heave the Doctor toppled the table; it crashed over, barely missing Grace’s feet, almost filling the corridor. Scrabbling around, nearly tripping over the resultant ruck in the carpet, he found her hand again and pulled her onwards, avoiding just in time the line of flame that Grace saw with horrified eyes was leaping up the drapes and across the picture frames. “Come _on_ , Grace!” he yelled and she somehow forced her legs to move. More dummies were gathering in the archway behind them: she could just make out the Duke of Wellington and Abraham Lincoln before she was hauled round a corner, her arm feeling as though the Doctor was trying to wrench it from its socket. An almighty explosion told her that the waxworks had joined together and used their weapons to destroy the table; chunks of marble and gold-painted wood thudded onto the floor.

“Do you have any idea what you’re going to do when they catch us?” Grace screamed.

“No; do you?”

“They’re going to kill us!”

“Not necessarily,” the Doctor said, glancing back. “Look!”

Grace wasn’t sure she wanted to but took a chance anyway, only to see that the whole expanse of carpet behind them was on fire, the flames eating up the thick pile; the resulting smoke drifted towards them, obscuring the corridor and catching in her throat, reducing her to hacking coughs. “Why aren’t they following?” she croaked.

“Can’t make it past the flames. Obvious, really; if they try they’ll melt.”

“So they’ll turn on everyone else. And we _are_ trapped! Great. Just great.”

The Doctor turned on the spot, taking in their surroundings. They weren’t going anywhere but back the way they’d come: it was a dead end, no doors, no arches, just a wall. “Ah. I see what you mean.”

The flames had reached one of the mannequins in an alcove; they licked their way up the expensive silk dress, exposing the steel crinoline beneath, and Grace’s stomach turned at the stink of burning animal fat as the dummy’s head and shoulders ran into a noxious puddle. “Doctor,” she said, “ _Please_ think of something.”

“Well, look on the bright side: we’re not going to be shot.”

“That’s not what I meant. I really don’t want to die here!” Grace cried.

“I take it my score as a date is starting to slip,” he remarked, patting his coat pockets as the fire crawled closer. He pulled out a glass bottle, squinting at the label. “Aha! Oh, no, I don’t think ginger beer is going to help.”

“Doctor...”

“Hold on, hold on, there must be something useful in here.” He dug deeper into the pocket, producing a dog-eared paperback. The flames were about four feet away now and getting nearer all the time. “How about the collected wisdom of Oolon Coluphid? No? Pocket map of the underground?”

“Doctor!”

“A copy of the _Times_ from December 1765? Bag of liquorice allsorts? No, that’s no good...” Grace was about ready to scream in frustration when with a triumphant grin the Doctor finally withdrew a red canister. “Fire extinguisher?”

Her shoulders drooped in relief. “Oh, thank God. Well, don’t just stand there!” she added when he didn’t move. “Use it!”

“Eh? Oh, yes, good idea.”  He pulled the trigger; Grace jumped as a virtual blanket of foam shot out of the nozzle, more than could have possibly fitted into the canister in the first place. The cracks and pops of the fire began to subside as the foam smothered it, leaving the corridor looking like the aftermath of a student party in a bad nightclub. She moved her skirts away and glanced at the smoking remains of the dummy in the alcove; the greasy wax was dripping from the skeletal spokes of the crinoline, and she realised with a shiver just how easily she could have gone up in flames as well.

“So, now what do we do?” she asked. “We can’t go back there; once those things work out the fire’s gone they’ll be after us again.”

“They’d have to wade through that lot, but I take your point.” The Doctor tried the nearest door but it wouldn’t budge. He started searching his pockets again, looking this time for the sonic screwdriver. “Oh, come on, come on, don’t tell me I left it in the TARDIS...”

“What the hell _are_ they, anyway?”

“I’m not entirely sure. My first thought was that they might be Autons, but the Nestene Consciousness usually prefers animating plastic. Blast!”

“No screwdriver?” Grace enquired.

“No screwdriver. I suppose they might have started with wax and moved on to plastic as technology improved,” the Doctor mused, his sharp gaze searching the walls. It reached the ceiling and a smile gradually spread across his face. “I think I may just have found our way out.”

“Where?” She followed the direction of his pointing finger and groaned. “Oh, no.”

“What’s the matter with it?”

“It’s a skylight,” Grace pointed out. “And how the hell are we going to get up there, anyway? Do you have a grappling hook in your pocket?”

“Possibly, but I don’t really think we have time for me to find it, do you? Here; give me a hand with this table,” said the Doctor, giving another marble-topped monstrosity a shove. Rolling her eyes and wondering why they couldn’t have bought normal furniture in this place, Grace put her weight behind it; between them two of them they managed to push it underneath the skylight. The Doctor turned to her, fingers meshed into a stirrup and eyebrows raised encouragingly. “OK, then; up you go.”

“Up there? In this dress? You have got to be kidding me,” she told him.

“Grace!”

“Oh, if I must. But be careful,” Grace warned as she put her boot into his hands, trying desperately to stop her skirts wrapping themselves around her ankles. This time a squeal of surprise did escape her as she was borne upwards with surprising strength, almost skidding across the tabletop. “Hey! I said careful!”

“Sorry.” Sounding completely unrepentant he jumped up beside her, craning his neck upwards. “Ah.”

Grace looked too; the skylight was still a good four feet away. “I can’t reach that. And I am _not_ standing on tiptoe. Why couldn’t you have regenerated into someone taller?”

He shot her an indignant glare. “I _did_!”

“Someone over six feet would’ve been useful!”

“Very constructive; I’ll bear that in mind next time it happens.” The Doctor did get up on his toes, stretching as far as possible. It was no good; he was still more than three feet from the window. “Do you think you could climb on my shoulders?”

“Doctor,” Grace said slowly, “I am wearing a corset, a bustle and God knows how many layers. My butt is made of steel and horsehair. There are some things in this world that are just not happening.”

“Fair enough.” His eye roved over her with a speculative air. “Maybe I could climb onto your - ”

“Uh-uh. Not in a  million years.”

“Well, we need to do something. Those possibly-possibly-not-Autons will figure out a way through eventually, and if they actually _are_ Nestenes their boss will probably be wanting a word with me. We’re sitting ducks up here,” the Doctor pointed out.

“You really know just what to say to make me feel better, don’t you? It wasn’t my idea to get up on the table,” Grace reminded him.

He began rummaging through his pockets again. “Somehow, I get the feeling my date value has just dropped past the point of no return.”

“You think? Just hurry up and find that grappling hook.”

“Hold your hands out, then,” the Doctor said, and Grace did, regretting it a moment later when she was passed half an apple, three ballpoint pens (one of which was leaking), a big ball of hairy string and something that looked a bit like a pager but which emitted a shrill beeping when she touched it. With a wince he grabbed it back and it vanished into the velvet folds before Grace could even ask what it was for. “Grappling hook, grappling hook... it must be in here, I haven’t had time to alter the pockets in the other coat...”

Curious despite their current situation, Grace opened her mouth to enquire exactly what ‘altering pockets’ to work like Mary Poppins’s carpet bag entailed; before she could speak, however, they both jumped as the skylight suddenly banged open above them and a rope that seemed to be made up of various articles of clothing and what looked like a British flag tumbled through it. Two seconds later Lee’s head and shoulders, collar crooked and tie askew, appeared in the gap.

“Well, come on, then!” he called, glancing over his shoulder. Distantly Grace could hear more screams, and the high-pitched _zap!_ of laser fire. “There’re more of those things outside; they’re picking off the cops like flies.”

The Doctor moved to one side, lips twitching in amusement. “Ladies first.”

“I’ll remember this,” Grace told him, taking hold of the rope. She hadn’t tried to climb one since fifth grade gym class and that attempt hadn’t been entirely successful. Hitching her skirts up again she somehow managed to grip the rope with her knees around the multiple layers of fabric, grateful for all-encompassing Victorian underwear. Hand over hand, inch by inch, she rose into the air, telling herself silently not to look down and hoping Lee had checked the strength of the clothes he’d used. It wasn’t a huge distance but it seemed to take forever; her ears strained for the sound of something tearing. “Let’s go to Madame Tussaud’s in the nineteenth century, he said,” she muttered. “It’ll be fun, he said. I hate you right now, you know that?”

“Duly noted.”

A foot away from the skylight Lee reached down to grab her by the shoulders, hauling her through and out onto the roof. Her dress ripped as it caught on the window frame but by now Grace couldn’t really find it in her to care. “How did you get up here?” she asked, and he grinned.

“I ended up on the balcony. Climbed out through a window and found myself right over their costume store. I heard yelling and gunfire down there and guessed the two of you had something to do with it.”

“You know us so well.” Grace looked down to see the Doctor shinning up the makeshift rope like a pro, his head coming level with the frame. “So now what?”

“We find a way down from here and try to stop these things killing anyone else,” he said, pulling himself through the gap unaided. “I may be able to disrupt their alpha wave transmitters with that sub-etheric beam – oh, dear.”

His face fell and she realised he was staring at something over her shoulder. Twisting round her heart sank as well as she saw the figure of Marie Antoinette standing on the leads, completely incongruous against the backdrop of suburban Baker Street in her extravagant gown and towering powdered hairdo and pointing her ray gun hand at them.

“Doctor?” Lee asked, trying to shuffle surreptitiously backwards without falling through the skylight. “What do we do?”

The Doctor’s expression was grim. “Under the circumstances, I think there’s only one appropriate course of action.” He turned to the mannequin. “Take us to your leader.”

 

 


	8. Chapter 8

**Summary for the Chapter:**

> Even Time Lords suffer from angst.

When Grace poked her head round the door she found Lee sitting up in bed, his leg elevated and the ankle encased in plaster. Fortunately there was no one else on the ward yet; he was struggling with the earphones supplied for the hospital radio, pulling a face at their evidently poor choice of playlist.

“Hey,” she said, and was strangely pleased at the way his bruised face lit up at the sight of her. “How’s it going? No headaches? Double vision?”

“Nah, it’s cool,” he told her, abandoning the radio. “They said I should be out of here tomorrow. It sucks to have to get around on crutches for a while, though.”

“I wouldn’t worry about that; the Doctor probably got some magic gizmo in the TARDIS that can heal the break in no time.” Grace put down the magazines and candy she’d bought on the bed table. “Here; I thought you might need some entertainment.”

“Fantastic! I’m going crazy with no one to talk to and no TV. I can’t believe this time period is so backward,” Lee groused, picking up one of the glossies and flicking through it; Grace hadn’t been quite sure what he was likely to be into so stuck to hopefully safe subjects like cars, movies and music which might be of interest even though to him they would be hopelessly out of date. His eyebrows rose and he grinned. “Oh, look: Bowie! That’s seriously rad. Do you really think he can?”

She blinked, momentarily confused by the abrupt change of subject. “Think who can what?”

“The Doctor.” He gestured to his leg. “Do you really think he can heal this?”

Grace shrugged. She still wasn’t entirely sure how she felt about the prospect of the medical science of the future making her job obsolete. “Sure. The TARDIS is full of all sorts of mad tech.”

“That fits; he’s pretty much a mad scientist. Where is he, anyway? I haven’t seen him since they took me away to put the plaster on; thought he might have stopped by to see how I was doing.” Though he was obviously trying to be casual about it, his attention back on the magazine, Lee actually sounded a little hurt by their alien friend’s absence. Grace had been surprised when she got back to find no sign of either of them in the waiting area; the nurses helpfully directed her to the ward but the Doctor had apparently vanished into thin air.

“I don’t know; I was going to look for him but I wanted to check you were OK first,” she said truthfully, more than a little concerned; abandoning someone like that just wasn’t his style. “When I catch up with him I’ll give him a piece of my mind for leaving you on your own.”

Lee smiled, but it didn’t quite reach his eyes. “Thanks, Grace. And thanks for coming to see me; I appreciate it.”

“Hey, hospitals are my home from home,” Grace joked. “I have to make sure they’re doing a good job. Can’t resist poking my nose in, can I?”

To her relief he laughed, but he sobered quickly; despite his injuries his thoughts were clearly focussed on the missing member of their party. “Please find him. The Doctor disappearing  with no monsters around is weird, and I’ve decided I really don’t like that kind of weird.”

If she was being honest with herself, Grace thought as she left the room, she didn’t like that kind of weird either.

***

It was not, she quickly discovered, an easy task tracking down a Time Lord when he evidently didn’t want to be found.

She must have walked all over the hospital, climbed hundreds of stairs and baffled dozens of people by asking them if they’d seen a man in a green velvet frock coat before she eventually came across him almost by accident in a little area with trees and a couple of benches beside the parking lot. It was getting dark and the nearest street lamp was obviously faulty as it gave out barely more than a dingy yellow glow; she nearly walked right by before something clicked in the back of her mind and she recognised the shadow the lamp threw onto the concrete. Peering into the gathering gloom she finally saw him sitting on the low wall staring at his shoes as if they were the most interesting thing in the world.

“Doctor?” she ventured softly and he glanced up, startled, almost as though he had forgotten her existence until that moment.

She couldn’t be sure in such poor light but for a moment his eyes were wild, their gaze almost hunted, before he let out a slow breath, relaxing just a fraction. “Grace.”

“I’ve been looking everywhere for you.” She sat down on the wall beside him, noting the tension in his shoulders and back, in the taut lines of his face. “Have you been here all this time?”

“I... I couldn’t stand it in there any more. Had to get out, find some fresh air.”

“You could have waited for me to get back, told me where you were going. I think Lee was feeling a bit abandoned; after all, this is a foreign country, and he won’t be born for another few years,” Grace reminded him.

“I know, I know. I’m sorry. It was unfortunately rather imperative that I left just then,” the Doctor said. He leant forwards, resting his elbows on his knees, and glanced at her through his fringe. “Have you ever experienced an irrational fear?”

Grace pondered the question. “Well, I’ve always hated heights. And spiders. Just thinking about ‘em makes my skin crawl.”

“Even when you know they can’t hurt you? Apart from the talking kind that lives on Metebelis Three, of course; they’re very unpleasant.”

“OK, once again I have no idea what you’re talking about but yes, even then. Wait...” She held up a hand, understanding finally beginning to dawn. His sudden disappearance, the way he’d been so twitchy while they were waiting to be seen, barely able to sit down for more than two seconds and talking even more than normal as though he was trying to distract himself more than Lee... “Are you saying that you have a fear of hospitals?”

“I didn’t, but apparently I do now.” He gave a humourless laugh. “I suppose it’s the result of dying in one and regenerating in the morgue. Waking up inside a freezer with no clue as to your own identity is the sort of experience that tends to stick with you.”

“Oh my God...” After everything that had happened on New Year’s Eve, stopping the Master and saving the universe becoming number one priority, she’d completely forgotten. How must it have felt, coming round after such a traumatic experience to find himself surrounded by death, with no idea where he was, or _who_ he was, unable to even recognise his own face? She knew she couldn’t begin to imagine. “I’m so sorry. I didn’t even consider it - ”

“You weren’t to know. I knew I didn’t feel comfortable in there but I didn’t properly realise why until I was sitting and waiting for them to finish patching Lee up; my respiratory bypass started contracting and I knew I had to leave before I stopped breathing altogether. That would just have attracted attention and made things even worse.”

“Panic attack,” Grace diagnosed. “Adrenalin triggers the fight or flight reflex.”

“If you say so, though I should have more control over my endocrine system than that,” the Doctor conceded. “How is he, by the way?”

“He’s fine, just bored out of his mind and desperate to get out of bed. He was wondering why you hadn’t been in to see him.”

“I’ll see him when he’s released,” he said firmly. “I assume they won’t need to keep him much longer...?”

“He’s being kept in for observation; they’ll let him go tomorrow if he’s not showing any signs of concussion. Doctor,” Grace said as he jumped to his feet and began to pace, hands stuffed deep into his pockets, as though he thought that if he moved fast enough he might be able to get away from the problem, “He’s going to think something’s really wrong if you don’t go back up there. He was bashed up and he’ll be shaken by that; he needs reassurance.”

“He said that, did he?” His head was down, curls hiding his face; Grace was starting to recognise that manoeuvre by now, knowing that he only did it when he didn’t want her to read his expression too clearly.

“Of course he didn’t, you idiot: he’s seventeen! He’s too proud to come out and say it, especially to me, but he’s feeling it just the same. Wouldn’t you, left alone amongst strangers?” she asked, adding quietly after a beat, “ _Didn’t_ you?”

The Doctor stopped dead, his back suddenly straight as though someone had run a curtain rod up his coat. When he spoke his voice was dangerously soft. “This is not the same and you know it.”

“Why?” Grace countered, getting up and circling round so she could look at him. His eyes glittered in the poor light and she could make out a muscle twitching in his jaw. “Because he’s human and you’re an all-knowing-all-powerful Time Lord?”

“No,” he hissed, “it’s different because I had just _died_. I rather think that is slightly more traumatic than a broken leg!”

“Oh, so Lee would have to die in order to gain your sympathy? What the hell is the _matter_ with you?” she demanded, her own anger, which had been on the backburner ever since she’d returned to the waiting room to find him gone, boiling up. “For Christ’s sake, I’ve seen you rip an alien queen a new one for mistreating her plants, but you won’t go and offer a few words of comfort to a kid who looks to you for guidance?” He said nothing, gaze turned away, and she stared at him in disbelief. “That’s not the Doctor I know. He’d be up there in a heartsbeat. He’d do everything he could to make it better.”

There was silence for a long time; fuming, Grace was about to turn round and return to the hospital as someone needed to be by Lee’s side, when the Doctor finally said, “You’re right, Grace. He would be. He _should_ be. But I can’t.”

There was something in his voice that stopped her in her tracks. She stepped closer to him, trying to see him properly; it was near to impossible, his face distorted by the shadows his angular features threw, but she could discern the confusion in his eyes clearly enough. He didn’t look angry any more, he looked... she realised with a jolt that he actually looked scared. “This is about more than just the hospital, isn’t it?” she asked, and he nodded, biting his lip. Grace sighed, offering him a hand. “Come here.”

He took it and she led him to one of the benches, underneath the lamp, sitting them both down. “I’m sorry,” he said again. “You’re right, in a way; I _am_ a Time Lord, and I should be beyond things like this, moments of... self-doubt.”

“Is anyone above those?”

He shot her a sidelong glance. “You should meet some of my people. Most of them are utterly convinced of their own righteousness. It’s really quite nauseating.”

“You know, you’re really putting me off the idea of ever visiting Gallifrey,” Grace told him lightly.

There was a brief snort of amusement but he didn’t smile. “I know I should go and see Lee, it’s the right thing to do, but you see...” A grimace touched his lips and he took a deep breath. “I... I can’t face him. I just can’t walk in there as though nothing has happened when I failed. I failed to protect him.”

“Oh, Doctor.” She squeezed his hand, feeling the shudder that ran through his slight frame as he bowed his head. “It was an accident, that’s all. He’s not a little kid; you can’t watch him all the time.”

“I could have, once,” he said sharply. “ _He_ would have seen what was coming; _he_ would have had a plan. But me... I’m just left floundering.”

Grace frowned. That emphasis on this ‘he’ was obvious but she had no idea why. “Doctor, I don’t understand... who _is_ ‘he’?”

“Him?” He blinked at her and straightened, jabbing a finger into his chest. “He’s _me_ , of course! The last one; he always knew, always planned ahead. Not entirely for the best, I admit, but he _knew_ , he could play the game like a grand master.” His shoulders slumped. “It seems I’m barely good for a round of tiddlywinks.”

“I...” Her mouth worked up and down for a few seconds as she struggled to process this. “I don’t get it... I thought you were happy to have regenerated? You’ve always given me that impression - ”

“Regeneration is a lottery. It’s like buying a new pair of shoes,” the Doctor said, raising his eyebrows encouragingly as if he thought that one statement could explain everything. Or as if he hoped it would.

Grace looked at him for a long moment before she shook her head. “Nope. Sorry, I’m only human; you’re going to have to break that down a bit further for me.”

She saw his mouth twitch with impatience; he huffed briefly before saying, “All right: imagine you’ve been wearing an old, comfortable pair of shoes for years. You walk miles in them; you feel at one with those shoes but eventually they start to wear out: they become scuffed, the sole breaks, lets in water, and finally you have to admit that you need a new pair. Following me?”

“Just about,” she agreed. “So, you find a new pair that you really like...”

“Exactly. And they seem marvellous; you go everywhere in them because they fit like a second skin. They’re perfect! But after a few weeks things start to go wrong: they pinch, they rub, they give you massive blisters and suddenly they don’t seem quite so wonderful any more.” He sighed, leaning back against the bench, and in the washed out lamplight he looked so forlorn that the last traces of Grace’s annoyance melted away and she just wanted to gather him up and hug him tight. “I spent a long time in that old body; sometimes I glance in the mirror and I still expect to see him staring back. It’s quite a shock when all I see is me.”

“Hey.” She tugged on his hand, pulling him close; his arm slid around her waist and he rested his chin on her shoulder. “You are impossible, you know that?”

“I believe you may have mentioned it once or twice,” he murmured against her ear. His hair smelt of honey; she wondered whether he had unusual tastes in shampoo or if it was just him. _This_ him. She couldn’t really imagine the other him smelling of honey.

“ _I_ don’t want to see that other you,” Grace told him. “I like _this_ you. I like this you a lot, OK? And you’re still _you_ , you’re still the Doctor. You may not be able to play chess any more but personally I always found chess as boring as hell. It’s just a series of proscribed moves; in tiddlywinks you can go where you like and that’s much more fun.”

She felt as well as heard him chuckle at that, and it was a wonderful sensation. The little knot of tension she’d barely realised had been growing in her stomach began to release. “Yes, I suppose you’re right.”

“Of course I am,” she said briskly, giving him a quick squeeze. “I’m always right, even if I’m not making sense. Now...” Sitting back she regarded him steadily, glad to find that the fear in his eyes had receded; usually so confident, it was disconcerting to see him so unsure of himself. “Are you going to come with me and prove to Lee that you’ve haven’t upped and vanished completely? I think he’s pretty worried.”

“Is he?” The Doctor glanced back at the bright lights of the hospital; he watched as an ambulance approached the entrance of A&E, bells jangling, and his fingers clenched around her hand for a moment before he forced himself to release a slow breath and let go. As he stood up it seemed almost as though he was fighting his body’s natural inclination to stay where it was but when he looked at her again a familiar determined expression had settled over his features. “In that case, yes, I think I’d better. Can’t have him worrying unnecessarily, can we?”

“Certainly not,” Grace agreed, taking the arm he offered her. “We can always tell him you were abducted by some other aliens; he’d think that was perfectly normal.”

“Whereas the truth is far more mundane.” He shook his head and squared his shoulders, ready for the fray. “Well, come on. I’m the Doctor; I can do this.”

“You can. And there’s something else you can do for me,” she added as they made their way across the parking lot.

The Doctor tilted his head, frowning. “What’s that?”

“You can explain to that nurse in triage that I’m not Lee’s mom,” Grace said, shooting him a glare as he laughed.

 


	9. Chapter 9

**Summary for the Chapter:**

> The green-eyed monster is never a good thing.

She’d never really considered herself to be a clingy, jealous type; after all, she was a smart, modern, independent woman who felt no need to constantly be in the pocket of whomever she happened to be dating at the time. Any man starting a relationship with her knew from the outset that her work would always have to come first; some dealt with it well, others – Brian in particular – resented some of her attention being elsewhere, one – Brian again - even going so far as to blow a fuse when they saw her sharing a joke with one of her male colleagues at a hospital fundraiser. She didn’t _need_ a man, but when she chose to be with one she certainly didn’t go running around after him, checking on his every move and screaming at him if another woman even looked in his direction. So why was she suddenly feeling inexplicably resentful towards the very pretty princess across the room, the one twenty years younger than her who was talking animatedly to the Doctor and standing just that little bit too close?

“I have no idea how we are to adequately thank you for all you’ve done,” the Lady Matilda was saying, her words accompanied by murmurs of agreement from her assembled council of advisors. Grace had last seen the kind of wide-eyed, awed expression the young woman was directing at her Time Lord friend on a teenager infatuated with the new college softball coach. It was making her toes curl and she wondered if she could find a valid excuse to leave the reception without attracting too much attention. “You saved my life, and we will always be grateful to you.”

“Everything OK?” asked a voice in her ear and she missed the Doctor’s response, turning to see Lee there; he was holding a plate piled precariously with food as though he didn’t expect to have another decent meal for a week. “You should see your face; you look like you want to murder someone.”

“I’m tired,” Grace lied, watching from the corner of her eye as their companion worked his usual charm on Matilda and her mother; when he smiled at her the girl was practically simpering, eyelashes fluttering, evidently oblivious to the fact that her attempts to attract his attention in that way were provoking no reaction whatsoever. At least Grace hoped they were. It was always difficult to tell how much the Doctor was actually taking in; he could be a terrible flirt when he wanted to but at other times appeared to be completely clueless about the effect he had on other people, especially women. When she’d caught him examining his reflection in the wardrobe room one day not long after his regeneration he hadn’t seemed to be aware of how attractive he now was, missing the point entirely when she attempted to subtly explain. “I just want to go back to the TARDIS and sleep.”

“Yeah, right,” said Lee, and she realised he was looking over her shoulder at the little group around the throne with a definite smirk; the Doctor must have been telling one of his convoluted jokes as they were all laughing politely, Matilda more than most. “I can see that.”

Feeling herself flush with embarrassment Grace glared at him. “See what, exactly?”

“That you can’t stand watching someone else trying to make a move on the Doc. If looks could kill Matilda would be stone dead by now; even you wouldn’t be able to save her.”

“Oh, please.” She rolled her eyes. “It’s nothing. He rescued her and now she has a crush on him.”

He eyeballed her, the smirk growing. “And you’re jealous.”

“I am not!” Even as she said the words she knew she was kidding herself but she wasn’t about to admit that to Lee. “He’s a good looking guy; it’s perfectly natural for a girl of her age.”

“Grace, you’re practically green,” he told her, taking a forkful of something unidentifiable and stuffing it into his mouth. When he spoke again it was between chews. “If it bothers you that much why don’t you just tell him how you feel?”

_Because if I do I probably won’t get the response I really want; sometimes it’s better to remain in ignorance_ , _especially when you’ve fallen for an alien_ , Grace didn’t say. Instead she closed her eyes, took a deep breath and said with a forced smile, “Lee, don’t take this the wrong way, but when you’ve had a girlfriend for more than a week then I might let you give me relationship advice, OK?”

She expected him to get annoyed at that but he just smiled and shrugged as though he knew damn well that he was right. “Suit yourself. But,” he added, “If you’re not jealous you won’t mind that they’re headed this way and Matilda’s hanging onto more than his every word.”

“What? Lee, come back - ” Grace grabbed for him but he’d slipped back into the crowd, giving her a cheeky wave. “Lee!”

“Are you all right, Grace?” the Doctor asked behind her and she turned to find him watching her with a mixture of amusement and concern, Matilda clinging onto his arm. The girl glanced at Grace and her eyes narrowed briefly in irritation before she returned her adoring gaze to the object of her affection, her hand sliding further up his sleeve in an obviously possessive manner.

“Yeah!” Grace said quickly, fighting down the urge to wrench Matilda away from him. “Yeah, I’m fine, absolutely fine.”

He didn’t look convinced, peering at her in concern. Wildly she wondered if he could tell what she was thinking. Now would _not_ be a good time for him to start reading her soul. “Are you sure? You seem a bit... tense.”

“Completely sure. I just need a few hours’ sleep; it’s been a crazy few days.”

“It has been a week that Gralia will remember for many generations to come,” Matilda announced before the Doctor could reply, turning a bright smile on him. Oblivious, he was still frowning at Grace. “We will honour you as one of our heroes, Doctor; your name will live forever more, reminding the people of the great service you have performed.”

“Ah, well, there’s really no need to go to all that fuss,” he said just in time as the smile began to turn into an angry pout; gently taking hold of her fingers he loosened the stranglehold she had by now taken on his coat, returning her smile with a swift one of his own. To Grace’s relief he took a very definite step back, though he was still holding Matilda’s hand; with a graceful bow he bent over it, touching her knuckles briefly to his lips before finally letting it go. A mix of emotions, from elation to confusion and eventually disappointment crossed the princess’s face; she tried to hold onto his fingers but he somehow managed to slip his hand from hers, leaving her grasping thin air. The Doctor straightened, and with another step backwards he was at Grace’s side. “Really, I’m quite happy to live on perhaps as a folk tale, passed down to the children and embellished in the telling. In a few centuries I suppose I might have turned into a knight in shining armour, but I’m hardly that now.”

Matilda stared at him in consternation; Grace wasn’t sure if it was from his deprecation of his own achievements or the fact that he had just deliberately and very publicly removed himself from her clutches. “You rescued me from a burning building! I would certainly have died; indeed, we might both have died! It was a glorious act of self-sacrifice upon my behalf, and we will not soon forget.”

“Yes, I’d been meaning to have a word with you about that,” Grace said, and the princess shot her a glare of pure venom; she was doubtless speaking out of turn but she didn’t care. The Doctor arched a quizzical eyebrow. “I was going to tell you what a complete and utter reckless idiot you were.”

“Oh?” His mouth twitched. “So why didn’t you?”

She snorted. “Because I’ve said it a hundred times already and you never take any notice, you lunatic.”

The Doctor laughed, but Matilda’s expression was horrified. “How dare you speak to my saviour in such a manner?” she demanded imperiously, lifting her chin and drawing herself up to her full five-feet-nothing. “You are a fool; the Doctor risked his life for mine!”

“He risks his life for me all the time; doesn’t mean he’s not an idiot to do it,” Grace told her. The effect was spectacular: the little princess practically turned purple; for a ridiculous moment Grace thought she might blow steam from her ears.

“Impudence!” Matilda cried, pointing a gloriously be-ringed finger at her. “Insolence! You do not know your place, madam; you have been ungracious to me from the moment you set foot in my court and I will stand it no longer. I shall have your head for this!”

Now it was Grace’s turn to stare. “You’re going to execute me?” she asked incredulously. “For telling the truth? Lady, I’ll tell you now: _I_ won’t be spoken to like that by anyone, no matter how important they think they are. You really need to grow up and get over yourself!”

“Guards! Arrest that woman and throw her in the darkest dungeon you can find!” the girl screamed, face screwed up like a toddler in the throes of a tantrum. Her fists were clenched and she actually stamped her foot. Under other circumstances it would have been funny, but not right now, not when there were armed men in the room. “I am the Lady Matilda of Gralia; I _will_ be obeyed!”

The guards moved forwards, halberds at the ready; caution already thrown to the winds Grace opened her mouth, a retort on the tip of her tongue, but instead to her surprise the Doctor’s voice emerged: “No.”

Matilda’s eyes went wide and her eyebrows virtually flew towards her hairline. “I _beg_ your pardon?”

A few paces behind the princess Grace could see her mother; the older woman was shaking her head, a trembling hand pressed over her mouth. The room seemed to have frozen; everyone was looking in their direction and the princess’s council had gone collectively white, a group of grown men incredibly in thrall to this tiny, petulant brat. She’d probably never been told no in her life. Grace glanced at the Doctor to see that his face had taken on the calm, determined expression that told her he was absolutely furious.

When he spoke again his voice was dangerously soft. “I said no. You will _not_ touch Grace.”

There was an intake of breath from the assembled company. Matilda took a step forwards, ludicrously small even beside him, her guards at her back. “And who are you to give me orders, Doctor?”

“I believe I am the one who saved your life, my lady.” This time his bow was exaggerated, sarcastic, a parody of a courtier. “Five minutes ago you were singing my praises; am I now forbidden to advise you?”

“This is not advice, this is insubordination,” she hissed. “That woman has insulted me and she will suffer for it!”

The Doctor shook his head. “I don’t think so, and if you do then your advisors need changing, Matilda, and quickly. You can’t chop off Grace’s head just because you don’t like her; that’s not the behaviour of an enlightened ruler. You’re a despot-in-training and I’ve seen too many of those in my time to inflict another on the unsuspecting universe.”

The princess regarded him through narrowed lids, all trace of her former adulation gone. “Have a care; you are offensive, sir.”

“Oh, dear, am I?” His words were flippant but the Doctor’s eyes were hard. His disappointment in her could be read clearly upon his face. “I’m sorry you think so.”

“What’s going on?” Lee asked suddenly at Grace’s shoulder.

Barely stopping herself from jumping into the air she glanced round at him in disbelief. “Where the hell have you been?”

“Getting more food.” He swallowed. “Are we in trouble again?”

Grace sighed. “When are we ever not in trouble?”

“I’ve never seen us go from heroes to zeroes this quick before,” Lee said, eyeing the guards as they began to advance, weapons levelled. He put down his plate. “D’you think we should get ready to run?”

“Believe me,” she told him seriously, “These days I am _always_ ready to run.”

“Doctor, _I_ am the ruler of Gralia,” Matilda declared. “I had a mind to make you my chamberlain, but if you wish to remain a part of my court you will obey my commands, beginning with that woman. You will send her away this very minute!”

The Doctor rocked back on his heels, hands in his pockets, and regarded his shoes for a moment. “Ah, well, you see, I won’t do that and there’s the rub,” he said, raising his head again to pin her with a gimlet blue stare. “I don’t _want_ to be part of your court. I don’t want to be part of anyone’s court. I’m what you might call a free agent; just passing through, stopping here and there to lend a hand. I was quite happy to help you but not any more, not now you’ve shown everyone that your people skills are still at the level of the playground by throwing your toys about because my friend dared to stand up to you. You’re a spoilt child, Matilda, and it’s time you learned that you can’t always have what you want. Tantrums are tiresome, and no way to win the respect of your people. What will they think if you use jealousy as a reason to execute an innocent woman?”

So he _had_ noticed. Grace rather hoped he hadn’t worked out the real reason for her antipathy towards Matilda, as that would result in an awkward conversation she really didn’t want to have right now. The guards had advanced into a semicircle around them, far enough that the blades of their halberds were uncomfortably close; the tip of one brushed the Doctor’s waistcoat. Matilda was glowering, as if she had just been grounded for a month.

There was a very long pause, during which Grace began to wonder if time had somehow slowed or even stopped. A deathly hush descended upon the room. No one moved; Matilda said nothing. Eventually the Doctor sighed.

“It’s a shame,” he said sadly. “To begin with you seemed to have so much potential, but I can see now that I’m wasting my time.” He glanced at Grace and Lee. “Come on, you two; let’s get back to the TARDIS. I think I’ve had quite enough of the royal court of Gralia Minor.”

“No!” At his words Matilda started forwards, the rage on her face shifting to genuine shock in a heartbeat. “You cannot leave!”

The Doctor met her panicked gaze with a steady one of his own. “Watch me,” he told her. Somewhere in the back someone gasped. He looked down at the halberd resting against his chest and raised an eyebrow. “I want you to know that I _really_ like this waistcoat, and if I find a hole in it I will be sending you the bill.”

Startled, the soldier holding the weapon quickly stepped back, nearly spearing his neighbour with the blade.

“Doctor, you shall not leave me; I absolutely forbid it!” Matilda cried.

“My lady, I was never yours to command,” the Doctor replied, and turned away. He offered his arm to Grace. “Shall we?”

Grace was a grown up; she would never allow herself a smile of triumph as that would be childish in the extreme and she had no desire to bring herself down to Matilda’s level. For a moment Grace almost felt sorry for her, as the girl did now look genuinely distressed. She should have known he wasn’t going to stay; he never did. It hadn’t taken Grace long to discover that he got itchy feet so quickly; wherever they went, once the excitement was over he was desperate to be off, heading for the next adventure, often without even a goodbye. Sometimes, in the small hours when she couldn’t sleep, she found herself thinking about what would happen when – if – they got back home, wondering what he would say if she took the chance and asked him to stay with _her_ , and what she would do if by some miracle he actually said yes.

He was waiting. Lee was hopping from foot to foot, watching the soldiers as they milled about aimlessly, obviously reluctant despite their mistress’s orders to harm the man who had pretty much saved their planet. Matilda shot Grace a murderous glare through the tears that were running down her face before she whirled about and into the arms of her mother, howling on the maternal shoulder; her councillors clustered around, muttering in concern and eventually hiding her from view. It was time to go.

Grace took the proffered arm. “You know, Doctor, I think we shall.”


	10. Chapter 10

**Summary for the Chapter:**

> Conversations in the library.

“Go on, just try one.”

“Eww.” Grace screwed up her face. “No way.”

“Go on, you might like them. Just one, for me?”

“Doctor, I am not eating those things, even for you. They look disgusting; how can you put them in your mouth?”

“What’s the matter with them?”

“You have to ask? They’re little men, for crying out loud, fat little men made of jell-o. What the hell is so appetising about them?”

“That policeman didn’t complain.”

“He didn’t get a chance; once he was chowing down you pulled his gun on yourself, remember? He probably swallowed more from reflex than because he liked the taste.”

“Grace, Grace, Grace...” A gusty sigh. “You really need to be more open to new experiences.”

Grace just shot him a look. “Travelling with you, every day is a new experience. And not always a pleasant one.”

“To be fair, he has eaten stranger things,” Lee put in from his position draped over a nearby armchair, face almost hidden by a magazine. “Remember the mud?”

The Doctor looked affronted. “It wasn’t mud!” he said, and then conceded, “Well, not all of it. And it actually didn’t taste half bad. It had a somewhat custardy consistency, and the flavour was rather like violets with a hint of bacon. Or was it Parma ham?”

“That sounds positively revolting,” Grace told him and even Lee made yuck noises. She couldn’t help grimacing when the Doctor produced another jelly baby, a red one, from the paper bag and tossed it into the air, catching it in his mouth. Chewing, he grinned at her and she shook her head. “God, you can be so gross sometimes.”

Undeterred, he shrugged. “I don’t see what the problem is; they’re just sweets.”

“Can’t you find some candy that’s less... disturbing?” she asked. “What’s wrong with jelly beans?”

“Oh, good grief no.” Another sweet emerged from the bag; this time he tried to bounce it off his wrist and missed his mouth entirely. “Completely different texture; I don’t know how you can even compare the two.”

“Well, we don’t have jelly babies in the US, Doctor,” Grace pointed out.

“That’s no excuse; we don’t have them on Gallifrey either but that doesn’t stop me enjoying the odd bag or five.”

There was no answer to that, so instead she reached for her rapidly-cooling tea. It was funny how she was getting a more of liking for the stuff now that she drank it on a regular basis; for an alien who claimed to come from the other side of Earth’s galaxy the Doctor behaved remarkably like a stereotypical Englishman sometimes, a pot of tea always on the table and a plate of biscuits (not cookies) to hand. A whistle sounded from under the sofa and Grace drew her legs up in time for the Flying Scotsman to chuff its way past on the 0-gauge track that had wound across the library floor ever since Lee had excitedly discovered the Doctor’s extensive model railway packed away in a storeroom a few days before; the two of them spent so much time repairing motors and setting up sidings that Grace started to wonder whether she could ask the TARDIS to find her somewhere with a good shopping mall in which she could assuage her boredom, trains, model or otherwise, holding no interest for her whatsoever. The little green engine whistled as it emerged and headed across the carpet, carriages rattling and a puff of very realistic steam emerging from its chimney. For a moment the driver seemed to wave at her, but she blinked and told herself she was being ridiculous.

If she was honest it was nice to have a bit of downtime, a breathing space between the almost daily occurrences of falling into deadly peril and running away from monsters; she was missing certainty and routine, not having realised until they were taken away how much she valued them. She tried to instil some sort of order to her days by getting up at the same time each morning and starting breakfast in the surprisingly ordinary kitchen, which she had found to be even more low-tech in appearance than the console room, running through a mental list of her possible tasks for the day. It usually consisted of ‘ _land somewhere, get captured, get rescued, run down corridors, defeat the bad guys, leave in a hurry’_ , but at least it was something she could use to reassure herself that her life wasn’t completely random and unstructured. The Doctor frowned at this, positively revelling in the haphazard nature of their travels, but Grace wasn’t willing to let it go, annoying him by sticking notes on the fridge to remind him to fix the microwave or buy fresh milk. Sometimes her methods worked and he actually joined her and Lee for breakfast, even occasionally managing to contain his excitement at materialising somewhere new long enough for her to shower and dress before they headed out to explore; it wasn’t often but it was a start.

Right now he was sitting next to her on the enormous sofa that took up most of the rug; his legs were crossed, ankle resting on opposite knee, and he’d slid so far down into the cushions that his foot was virtually level with his head. He’d popped the first two buttons on his shirt, cravat draped around the wing collar, and rolled his sleeves to the elbow; today’s waistcoat was dark blue with gold stitching, and both the thread and the chain of his pocket watch glittered in the low light from the Tiffany lamps. There was a book back in his hand and as Grace watched the fingers of the other stole towards the paper bag of sweets at his side, pulling out two more that he popped into his mouth. Since he was virtually horizontal she tensed, waiting for him to choke, but by some miracle – or possibly Gallifreyan biology – he chewed happily and swallowed them without a problem.

“Why jelly babies?” she asked.

“Eh?” He glanced up in surprise, evidently having thought that particular conversation to be over. “Oh, I developed a taste for them after my third regeneration. The one that followed wasn’t so keen, and I forgot all about them for a couple of lives until my previous incarnation had a sudden urge to buy some more.”

“Maybe he knew you’d like ‘em,” Lee remarked from behind his copy of _Model Railway Enthusiast_.

“Precognition?” The Doctor considered the idea. “It’s possible, I suppose, though rather unlikely. That sort of thing’s never really happened to me until now.”

“Maybe the precognition told him he was going to be precognitive,” Grace suggested lightly; it earned her a withering glance so she threw a pillow at him, grinning when it smacked him on the head and he dropped his book.

“Yes, yes, very funny, Grace. I doubt even I would develop precognition purely to remind myself to buy bag of sweets.” He thought for a moment. “You know, the only time I ever recall any sort of regenerative foreshadowing was before it happened the fourth time and I was being followed by a strange ethereal figure that turned out to be the next me.”

Lee’s magazine lowered to reveal his eyes, wide and impressed. “Awesome. That’s like something from a comic book.”

The Doctor pulled a face. “Well, not really. It was all rather disturbing, knowing that someone was waiting for me to die, even if that someone _was_ me.”

“I don’t know how you keep track of all this,” Grace said. “I have a hard enough time living one life sometimes.”

He smiled. “It gets easier with practise. The first time was the worst; poor Ben and Polly saw it happen but I had no more experience of the process than they did.”

“Hey, the Master said you can regenerate twelve times, so does that mean there can be thirteen of you?” Lee asked eagerly. He threw the magazine aside and sat forwards in his chair, model trains evidently forgotten now that his curiosity was piqued.

“Essentially, yes. It can get very awkward when we start running into each other.”

“How come? I think it would be seriously cool to meet another me.”

“You wait until you’ve done it a few times,” the Doctor told him, quite seriously. “When you’re a Time Lord your personality changes along with your face and we don’t all get on, especially my second and third incarnations. It’s never a good idea to put them in a room together, not unless you actually _like_ listening to arguments and insults. And the sixth me can be somewhat bombastic at times. Well, all the time if I’m being completely honest.”

Grace found her own interest sparked. He’d rambled about regeneration a lot at New Year, back when she’d thought he was crazy, his knowledge of the process apparently intact even though his memories weren’t, but they’d never really properly discussed the concept beyond that one conversation in the hospital parking lot. She wondered how many of his previous companions had met more than one version of him; if he found becoming someone else difficult to cope with sometimes, had they stayed around after he changed or moved on, unable to deal with a new persona that was just too different? “So, which one are you?” she asked. “What’s your number?”

He flicked an eyebrow at her. “If you wanted my number you had only to ask, Doctor Holloway.”

“That’s not what I meant, dummy, and you know it. Which regeneration, incarnation, whatever, are you now?”

“Oh, that. Seventh regeneration, eighth incarnation,” he said. “Not entirely sure about the whatever; could you clarify?” Grace reached for another pillow and he held up a hand to ward her off. “All right, all right! It’s easiest just to say that this is the Eighth me.”

“Eight...” Although he’d just mentioned that there had been at least six of him, eight suddenly seemed like a lot. “Oh, my... you’re over halfway through your lives.”

“I suppose so.” The Doctor shrugged. “I try not to think about it.”

“Man, that’s a _lot_ of lives,” Lee said, and added after a pause, “So how old are you?”

“Lee!” Grace exclaimed before the Doctor could open his mouth. “You can’t ask that!”

He stared at her. “What? Why not? It’s not like he’s an old lady or anything.”

“It’s rude! Some people are... sensitive about that sort of thing.”

“Like you, you mean?” he enquired innocently, so she threw the pillow at him instead. Dodging, he leant over to catch it and toppled off the chair, missing and almost landing on the Flying Scotsman as it came past again. Grace got up and stepped over him, retrieving her pillow.

“Do me a favour, Lee, and go play in the space traffic,” she said, settling back on the sofa beside the Doctor.

“Children, play nicely,” he told them sternly, though his eyes were dancing in obvious amusement.

“OK, Dad.” Lee didn’t bother returning to his chair, making himself comfortable on the floor instead. He waited until Grace had found the pot, which was miraculously still hot, and poured more tea, before he said, “So what are you: a hundred? Two hundred?”

Grace spluttered into her cup. “Lee!”

“Aren’t you curious?” he asked.

“No!” She looked at the Doctor and the Doctor looked at her. “Maybe,” she admitted. “But we don’t need to know; it’s personal.”

“We might not _need_ to know,” Lee insisted, “But I _want_ to know. Come on, Doc; is it three hundred?”

“Oh, will you please grow up?” Grace cried, but the Doctor just laughed.

“Grace, it’s all right,” he assured her. “I don’t mind.”

“Really?” She blinked, surprised. “Not at all?”

He shook his head. “Not in the slightest.”

“OK.” Grace considered for a few moments. “In that case... how old _are_ you?”

“Grace!” Lee exclaimed, mock-scandalised. “How can you ask that?”

The Doctor intervened before she could throw something else, sitting forwards into the firing line. He regarded Grace, head on one side. “How old do you think I am?”

“You look a couple years older than me, but we both know that’s crap,” she said. “Lee and I have seen the other you, and he looked at least fifty. I suppose if each of your lives lasted for a few decades, that would make you - and I can’t believe I’m actually saying this - I don’t know... three hundred and fifty, four hundred maybe?” He grimaced slightly and she blinked again. “Not even close?”

“Double it, and then add a couple more centuries.”

Lee’s eyes bugged, and Grace actually felt her mouth fall open in shock. “Whoa. You’re a thousand years old?!”

“Give or take a decade or two.” With a shrug the Doctor reached for his tea. “I may have lost count somewhere in my seven hundreds.” Glancing at them over the rim of his cup he finally seemed to clock their stunned expressions and his eyebrows rose. “Is that a problem?”

“I...” For a second when Grace tried to speak no sound would come out. “I... don’t know.”

Lee looked from one of them to the other and started to get up. “OK, I’m outta here. You two probably need to discuss this alone - ”

“No, stay there,” the Doctor ordered. He turned to Grace, and she stared at him, trying desperately to wrap her head around the concept of him having lived for a whole _millennium_. It was ridiculous, absolutely _ludicrous_ ; she couldn’t even visualise how a person that old might look, but she knew it certainly wasn’t anything like him, with his unlined face and no sign of a grey in his hair. Her gaze roamed over his features, searching for something, anything, that might give a clue as to his great age; he sat there, incredibly still, allowing her to scrutinise him in minute detail until her eyes finally met his and in that moment she understood. She couldn’t believe she’d never really noticed it before: those eyes were much too old for his face, too deep and wise and ancient. The weight of centuries lurked behind them, an old man hidden impossibly within that youthful exterior. “Grace,” he said gently, taking hold of her hand. “Is it a problem?”

“A thousand years...” she whispered. “That’s such a long time to live.”

“It’s just a number.”

“It’s a very _big_ number.”

“If you divide it up it becomes several much smaller numbers,” he pointed out, adding with a smile, “After all, when you think about it this body is really only a few weeks old.”

She couldn’t help laughing at that. “Just a babe in arms, huh?”

“Hence the jelly babies.” The smile became a grin. “No matter how old you are, there’s always a child inside you somewhere. Except, possibly, my old temporal physics tutor; I think he was always three thousand, six hundred and ninety four.”

“You make it sound so normal,” Grace said in wonder. “I don’t know how you do it.”

“That’s because to me it _is_ normal,” the Doctor insisted. “As far as I’m concerned it’s you humans with your short life spans and your obsession with each milestone birthday that are odd.”

“Hey, when your birthdays are limited you have to make every one count,” she retorted.

“In that case you should wear each year like a badge of honour, not get depressed when you start another decade.”

Grace shook her head. “I am so not getting into this discussion with you. We’ll end up going round and round for days and I’ll wind up being utterly confused and forget what we were talking about in the first place.”

“Spoilsport.” He chuckled, and then eyeballed her seriously. “So... about that very big number...”

She glanced down, at her hand still in his; it didn’t look that different, not really. It was a lot to take in, the knowledge that he had lived for such a long time, that his earthly equivalent would have been alive when William the Conqueror invaded Britain, but did it bother her that much, really? He was an alien; he had two hearts and lungs that didn’t work like lungs and blood that wasn’t blood; she’d seen him recover from wounds that would have killed a human being with barely a scratch, and when he died he could literally become a different person. She couldn’t expect him to be normal because he existed outside her defined parameters of what normal actually _was_. He was completely impossible.

“It’s OK,” she said. “Really.”

“You’re sure?”

Grace nodded. “Absolutely. I already know a load of weird things about you; what’s one more to add to the list?”

The Doctor’s eyebrows rose. “There’s a list?”

“Oh, yeah. And I’m adding to it all the time. I’m not being caught out by strange Time Lord quirks again.”

“To be fair, I’d hardly call my biology a quirk,” he objected, the corners of his mouth twitching when she grinned. He squeezed her hand, and said quietly, “I’m glad you’re OK with it.”

She squeezed back. “So am I.”

There was a pause, broken only by the steady chuffing sound of the Flying Scotsman as it made its way round the room. Then Lee asked, “So can you, like, live forever?”

Grace rolled her eyes. “Lee...”

“Lee,” the Doctor said.

“Yeah?” Lee sat up straight.

The Time Lord threw a paper bag at him. “Shut up and have a jelly baby.”

 


	11. Chapter 11

**Summary for the Chapter:**

> Hanging around.

“Well, you were complaining we’d not spent much time alone together lately,” the Doctor remarked, as if he wasn’t dangling over a yawning chasm in the middle of a storm and their joined hands hadn’t just slipped a fraction of an inch further. “Is there anything you’d like to talk about? As you can see, I’m pretty much a captive audience.”

“This is a really bad time to be making jokes,” Grace told him, shaking her sodden hair out of her face. Desperately she dug her feet in, trying to stop his weight pulling her towards the edge. The tread on her sneakers was useless; her heels skidded on the wet earth and her heart lurched again as her palms, slick with sweat and rain, lost more traction. “I only saw you four hours ago; what the hell did you do to make Rothgar force you to walk the plank?”

“It wasn’t exactly a plank, more of a rocky outcrop,” he corrected unnecessarily. “And I didn’t _do_ anything. He objected to my advice. And I did have a trial.”

“Oh, yeah, I forgot. A trial in a kangaroo court with no opportunity to voice a defence. They just proclaim you guilty and throw you off a cliff!”

She could have sworn he tried to shrug, which wasn’t easy given she was hanging onto his wrists. “It’s their form of justice.”

“Doctor,” Grace said, hoping she couldn’t feel her fingers slipping again, “Is there anywhere in the universe that practises justice as I would understand it?”

He looked up at her, face dripping and curls plastered across his forehead, and his eyebrows rose. “You want a serious in-depth discussion about the finer points of universal justice systems _now_?”

“It might pass the time, and take my mind off the fact that you’re pulling my arms out of their sockets,” she retorted. Her muscles were screaming at her and she didn’t like to consider the very real possibility that she might not be able to hold onto him much longer. It must have been by a miracle that he’d managed to grab a branch growing from the cliff wall as he went over the edge; the weather was so foul that Rothgar and his goons couldn’t see him, clinging to the rock, from where they stood, but by the time they’d vanished and Grace emerged from her hiding place his fingers had all but lost feeling and transferring his hold from the branch to her almost sent them both plummeting towards the canyon floor. “You shouldn’t be this heavy, there’s next to nothing of you! What do you eat when I’m not looking: lead weights?”

“You know, some people might take that as an insult,” the Doctor opined, voice rising an octave as her grip slid further up his wrist. His hand spasmed, numbed fingers trying to regain some purchase on her sleeve.

“Not you. You have more hide than the average rhinoceros.”

He risked a glance down and shuddered, closing his eyes. Grace had been doing her best to concentrate on him and not the enormous drop below but she wasn’t being entirely successful. “I doubt if it’ll do much to protect me if I hit the ground from this height. One of the biggest disadvantages of the humanoid form really is that it doesn’t bounce.”

“Believe me, I know,” Grace reminded him, trying to ignore the images of the cloister room ceiling cart-wheeling overhead as the Master threw her from the balcony that flashed across her mind’s eye. She really didn’t need that right now.”I have first-hand experience, remember?”

The Doctor offered her an apologetic smile, though it came out rather strained. “Sorry.”

“Why do we keep getting into these situations, huh?” she wondered rhetorically. “What I wouldn’t give for a fire hose now.”

“Yes, it certainly would be useful – _aah_!” His comment turned into a startled yell as their perilous grip slid again and they were suddenly holding hands. Grace covered the Doctor’s with both of hers but her arms were shaking so much she could barely feel it. Her back and shoulders were on fire and her feet were slithering around in the mud, unable to find any sort of stability. With a jolt the Doctor dropped back; his weight jerked her forwards and she scrabbled about, fighting her fatigue and the limitations of her own body, trying to straighten and somehow inch him just a little further, a little closer to safety. “Grace!”

“It’s OK, it’s OK, just give me a second,” she gasped, fingers cramping.

“Grace, Grace, listen to me, _please_.” His tone, usually so smooth, so controlled, was suddenly very urgent and she looked down at him: his eyes were wide and full of panic in his white, drenched face and to her own horror she could discern real fear there. The jokes were gone and he was frightened; he didn’t think they were going to get out of this, not both of them at any rate. “There’s a switch on the TARDIS console, right above the destination controls. If you flip it, the old girl will take you to Gallifrey.”

_No, no, don’t say that!_ “What? Why would I want to go to Gallifrey without you?”

“Because they can find a way around the temporal scarring and get you home. Romana will grumble and the High Council won’t like it but she’ll make sure they do it, for me. Find Lee and head straight for the TARDIS; once you hit that switch she’ll do the rest.” The Doctor stared up at her. “Promise?”

“I...”

“Grace, promise me you’ll do this, please.” Their hands slipped again and there was desperation in his gaze. “Grace - ”

“No,” she said firmly, and he blinked.

“No? What - ”

“I am not letting you go.” She was dog-tired, soaked to the bone, the wind was blowing raindrops as sharp as needles into her eyes and every nerve and sinew was straining, cracking and popping, but there was one thing Grace Holloway did not do: give up. Many was the time she’d been in theatre until the sun was coming up, successfully concluding a complex operation when the patient had been on the verge of death only a couple of hours before; she brought so many people back from the brink, and sure, she’d sadly lost a few as well but it hadn’t been from lack of trying. She would never just stand back when there was even the slightest chance she could do something to make a difference.

“Grace, _please_ \- ”

Grace squared her shoulders, planting her feet in the muddy ground, her toes finding rocks for support that she hadn’t even noticed before. Another squall sent more water into her face; she towelled it off as best she could on the underside of her sleeve and took a tighter hold on the Doctor’s hand, telling herself that the pain and the cramp didn’t matter, that she could worry about it later. Her back shrieked with the effort and she cried out along with it as she gradually forced herself to straighten up. It seemed to take forever, inch by painful inch; her teeth were gritted and her eyes were full of tears, but gradually , little but little, she managed to shift backwards until the top of the Doctor’s head began to appear over the edge of the cliff. She gave one final heave with the last of her rapidly disappearing strength but it was a mistake; her foot went out from under her and suddenly she was falling backwards, breaking her grip on the Doctor’s hand, her own flailing uselessly in mid-air. Her back connecting with the ground hardly registered; hurriedly she rolled back to her knees, staring with terrified eyes at the edge.

“Oh, my God, oh, my God....”

Someone really must have been watching over them once again; it was crazy how many scrapes they extricated themselves from of just in the nick of time. Maybe there was a patron saint of cardiologists and renegade Time Lords; she offered up a prayer of thanks just in case for instead of the horribly empty space she expected to see there was a bedraggled shape hauling himself across the last couple of feet to safety, long white fingers grasping the rocks and roots for dear life. He just lay there in a crumpled heap of mud-splattered blue velvet, completely spent, breathing hard and trembling from head to foot; after what seemed like forever he raised his head slightly and smiled at her and relief hit so hard it could have been a juggernaut. All the adrenaline seemed to leave her system at once and Grace would have collapsed had she not already been on her hands and knees; her limbs felt like lead, almost dead to sensation, but she somehow managed to crawl forwards, towards the Doctor, who was struggling to sit up and then they were clinging to each other, two drowned rats in a sea of mud, both shaking like crazy but needing the contact of the hug more than anything just at that moment.

“Oh, God, I thought I’d dropped you,” Grace mumbled into his shoulder, his double heartbeat thundering in her ear. “I thought I’d let you fall.”

“You didn’t; I was close enough by then to manage the rest on my own. Thank you, Grace,” the Doctor said, and she glanced up at him; his blue gaze was soft and sincere. “You’ve just saved my life, again.”

Her eyes were still watering, whether now from tears or the rain she couldn’t tell, but despite them a laugh welled up in her chest. “You’re welcome,” she told him, laying her head back down. “Call me any time.”

“I will. Um, Grace, would you mind moving just a fraction?”

“Huh?” There was a hitch in his voice; she suddenly realised only one of his arms was around her waist and there was something wrong with the shoulder she was resting against. Quickly she scrambled to sit up and could see its unnatural bulge under his coat, cursing herself for not noticing it before; what kind of doctor was she to miss something like that? “Oh, crap. That needs treating.”

He nodded, biting his lip. Grace had dislocated her own shoulder as a child and she knew exactly how excruciating the pain was. “Yes, but not here. You haven’t the strength to help and there isn’t a convenient wall for me to use to knock it back into place.”

“So what do we do? I don’t see a phone to call 911.”

“Transmat pad, over there.” The Doctor jerked his head in the direction she’d last seen Rothgar and friends. “We can use it to get back to the castle.”

“What? That’s insane! If they find out you’re not dead after all - ”

“Then we’ll have to make sure that they don’t see me, won’t we? We can’t leave Lee behind.” There was a trace of impatience in his tone now. “Do you have a better idea?”

“I think you know the answer to that,” Grace replied tartly. She sighed. “Can you stand? Because I’m not entirely sure I can right now.”

“We’ll help each other,” he said. “Though it might be a little awkward given I have only one functioning arm.”

Awkward was an understatement; it took several minutes of struggling, bracing themselves against each other and toppling over more than once, forcing them to start all over again, until they were both back on their feet. The Doctor’s right arm was hanging uselessly and he was sheet white by the time they were done; all of Grace’s medical instincts were on overdrive but there was nothing she could do, not out here in the middle of nowhere. The first aid kit she’d started carrying was in the pocket of her jacket, miles away. “You shouldn’t be even trying to use that arm; you’ve made it worse,” she scolded, but he just shook his head.

“It’s all right; I can block the pain for a while. Unfortunately that’s all I can do; I can’t return any strength or feeling to my hand.” He lifted his head, squinting at what little was visible of their surroundings through the driving rain. “We’d better get going; the transmat’s that way.”

“Hold on.” An idea forming, Grace started to pull off her sweater, fighting with the sodden material. He stared at her, brows rising further when she approached him; she realised the fabric of her blouse was probably see-through by now but she couldn’t honestly find it in her after all they’d been through in the last half hour to give a damn. “Lift up your other arm.”

“Grace, we really don’t have time for this - ” She just gave him her patented ‘Don’t argue with me, I am a doctor’ glare and he sighed, huffily, but did as he was told. Grace leaned in and tied the sweater round his torso, binding his injured arm to his side as carefully as she could.

“There. It’s not much, but it’ll hopefully stop your arm bouncing around and putting more strain on that shoulder. Once we’re back you’re going to let me sort it straight away,” she added in a warning tone as he opened his mouth to object. “And _not_ by bashing it against a wall. Whatever it was you gained your doctorate in – if you actually have one – I can tell it wasn’t medicine.”

He sniffed. “I’ll have you know that I do indeed possess a doctorate, but I don’t believe I ever claimed to be a medical doctor. I did once have some training with Joseph Lister, though.”

“Oohhhh, Victorian medical training. Well, that makes all the difference,” said Grace, and this time it was her turn to receive a glare. Marshalling the little of her strength that had returned she forced her battered body to start moving; she couldn’t wait to get back and find the packet of Tylenol in that first aid kit. The Doctor took a step and nearly went down again so she took his good arm across her shoulders for support, glad when he didn’t lean all of his weight on her but secretly grateful for his proximity. After nearly losing him into this planet’s equivalent of the Grand Canyon having him right there beside her, safe and almost sound, was intoxicating and she had no intention of letting him out of her sight for a very long time. “C’mon; let’s go find Lee and save the day. Again.”

 


	12. Chapter 12

**Summary for the Chapter:**

> Tidying up loose ends. Sometimes your actions return to bite you when you least expect it.

“Hey, Doc.”

The Doctor turned his head slightly to see a pair of orange and black trainers; the rest of Lee was obscured by the console and the wires that were currently hanging from its innards. He reached blindly for his pocket watch and squinted at it, surprised to see the time. The last thing he remembered was his two companions bidding him goodnight; had he really been messing about with the TARDIS’s drive systems for that long? “You’re up early,” he remarked, stowing the watch back where it belonged and logging a mental reminder to wind it when he had the chance. “Where’s Grace?”

“Still in bed, I guess. I couldn’t sleep.” There was a pause, and the Doctor slid out from beneath the console slightly; Lee was looking uncomfortable, and uncharacteristically serious. The young man grimaced and scratched the back of his head for a moment before he asked, “Can I talk to you?”

This was a surprise, but the Doctor shrugged. “Of course; you know I’m always up for a chinwag.” He indicated the loose wiring with the sonic screwdriver. “Do you mind if I finish this while we talk? The old girl gets a little ratty if I leave her in a state for too long.”

“Uh...” Lee looked right at him for the first time. “It’s kind of... important.”

“Oh! Why didn’t you say so? I’m all ears.” He crossed his legs and sat up, just avoiding the console ledge; he’d knocked his head on it enough times already since his regeneration, forgetting that he was now taller than he had been when he reconfigured the place. It was only by a couple of inches, true, but it mattered all the same, especially when it came to squeezing into small spaces. When Lee just stood there he raised his eyebrows. “Should I make tea? Find the chocolate biscuits? Or will a chat in the library do?”

Rocking on his heels, hands now stuffed into his pockets, Lee glanced around the room until his eye fell on the little sitting room by the bookshelves. “Over there is fine.”

“Then lead the way,” the Doctor told him, getting to his feet and giving his trousers a good brush off; by the time he joined Lee he’d made himself a bit more presentable, buttoning his waistcoat and pulling an errant cobweb that he spotted in his reflection in the time rotor from his hair. The youngster was occupying the big red and gold armchair so he made to sit on the footstool; when Lee frowned and shook his head the Doctor hunted out a desk chair from beneath a pile of books, turning it backwards and straddling it, folding his arms along the back. “Better?”

“I guess so. Doctor...”

“I could always make that tea if you like,” the Doctor suggested when Lee trailed off, biting his lip. “Won’t take five minutes. Would you like to try the lapsang souchong? I think I’ve got a tin somewhere; picked it up during the Qing dynasty - ”

“Doctor,” Lee said sharply as he made to stand up. “Please. Forget the tea; it’s not important.”

The Doctor was about to retort that tea was always important until he took in the expression on his companion’s face. Lee was habitually so relaxed he put sleeping cats to shame, and even when faced with big green monsters he usually managed to remain cheeky, panicking only at the last minute when there was no alternative. Most of his attitude was down to youthful bravado, the Doctor knew, and a refusal to been seen as anything other than ‘cool’, but whatever happened he didn’t think he’d seen quite that look of distress in Lee’s eyes before. He sat back down and asked gently, “Lee, what’s the matter?”

The young man gave him a sidelong glance. “Promise you won’t tell Grace?”

An odd request; or did Lee actually think he told Grace everything? He would have liked to ruminate on the implications of that a little more but Lee was watching him so he held up a hand instead. “Cross my hearts.”

“Thanks.” Another pause; Lee was picking at a loose thread on his t-shirt and the Doctor tried to remain patient. He wasn’t entirely sure that patience came easily to him in this incarnation. It was always strange, learning new things about yourself weeks, months, even years down the line. He was fairly sure he didn’t like marmalade any more but he hadn’t got round to testing that theory yet. Maybe tomorrow. Or the day after. And could he still remember the recipe for Uulian pancakes? He was wracking his brains when Lee said suddenly, “Is the Master really dead?”

The question was so unexpected that the Doctor nearly jumped; he managed to control himself just in time. “Well, I’ve never known anyone escape a miniature black hole, but then I can’t say I’ve ever actually seen somebody sucked into one before,” he admitted. “The Eye of Harmony was never meant to be opened like that, you see; the forces at work will have been colossal, and in such a relatively small space they would be even more condensed compared with a natural black hole, making them deadly to anything entering their orbit that hadn’t been expressly engineered for the purpose - ”

Lee groaned. “Please, Doctor, no technobabble; it’s way too early. Just tell me the truth: did the TARDIS destroy him or is he still here, somewhere?”

“He’s dead.” The Doctor sighed, closing his eyes briefly. He could still see the Master, seconds from oblivion, refusing to take his hand. “He has to be. A Time Lord body would never have been able to withstand the pressure, much less that of a human, even one fused with morphant DNA.”

“Bruce,” said Lee, and the Doctor glanced up in surprise. “The guy the Master killed, he was called Bruce. He was one of the paramedics who took the other you to the hospital; probably kept you alive until - ”

“Until I had that little run-in with Grace and her microsurgical probe. I didn’t know his name; so much was happening I never thought to ask.” He bowed his head slightly. “I should have done. There’s probably a devastated family left behind, and this time I wasn’t there to help them.”

“You mean he’s done this before?”

“Oh, yes. His last body wasn’t his own, either; he stole it from a peaceful man called Tremas, a man who had a daughter and a meaningful life ahead of him.” The Doctor’s fingers tightened around the back of the chair, as he recalled how devastated Nyssa had been when confronted by the Master wearing her father’s face. She’d tried not to show it but he’d heard her talking to Tegan, heard the sobs echoing through the corridors at night. He wished he’d felt able to offer her the comfort she so obviously needed; he’d tried but he’d been so hesitant back then, only just beginning to settle into his own new self. “That body couldn’t regenerate, of course; that’s why when it wore out he came looking for me. Bruce was just a means to an end.”

Lee looked faintly nauseated. “How did he use up all his lives, anyway? Was he just seriously unlucky?”

The Doctor shrugged. “I don’t know. When he turned up out of the blue, on Earth of all places, we hadn’t seen each other for centuries; I was only in my third incarnation but he was already down to his last. Maybe that’s why he was drawn there; stealing my lives may have been in the back of his mind all along.”

“Why _your_ lives, though? Couldn’t he just have gone back to Gallifrey and taken over the first Time Lord he saw?”

“You would think so, but there are two very good reasons why he didn’t.” The Doctor ticked them off on his fingers. “One: he’d probably be vaporised the moment he tried; much easier to go after me, a renegade, light years from Gallifrey and, as far as he knew, unlikely to be missed. And two: there would be very little satisfaction in it for him.”

“Satisfaction?” Lee frowned. “I don’t get it.”

“We were friends, once, a long time ago. The Master and I have almost always had views that are diametrically opposed; we might have shared virtually the same education but we look at things in completely different ways. He came to hate me because I stand for everything he despised, and because every time he tried to take over or destroy the universe I was there to stop him. Can you imagine how satisfying it would have been to him to take over my body, to use it for his own ends? Like poor Tremas I might have still been in there, somewhere, watching what he was doing but unable to do a thing about it, and that would just amuse him more.” The Doctor tried not to shudder at the thought. “Using me for his twisted schemes would have been the ultimate revenge.”

Lee shook his head. “Man, that guy was a real whacko.” He glanced down at his feet. “I’m sorry I nearly made that happen.”

“You weren’t to know. He could be very plausible when he wanted to, and he was extremely skilled at hypnotic suggestion.”

“Yeah, but I could have stood up to him. Instead I just believed him; I let him bribe me into helping.”

“He played on your weaknesses; that’s what he does – did. You weren’t the first, trust me.” The Doctor reached out and gave his friend’s shoulder an encouraging squeeze. “I don’t blame you, Lee, so please don’t blame yourself. It does no one any good. He’s gone now; forget him.”

“I – I can’t.” Lee looked up and suddenly his eyes were wide; he grabbed the Doctor’s sleeve and his next words poured out in a rush, as though he was in a hurry to speak in case he changed his mind. “I try but I _can’t_. Sometimes - sometimes when I’m trying to sleep, I can hear a voice whispering to me, in the back of my mind. It sounds like him, like he’s trying to convince me to do something.”

The Doctor blinked. “Why didn’t you mention this before?”

“There’s been so much going on recently I didn’t want to worry you,” Lee admitted. “It doesn’t happen every night, but just lately it’s been getting hard to block out, like he’s getting stronger somehow.” He met the Doctor’s gaze imploringly, desperate for reassurance. “Am I going crazy? Do you think I’m going crazy? Are you sure he’s not still here, somewhere in the TARDIS’s systems?”

“I’m positive. Lee, I’ve been through every conduit and every fluid link since we left San Francisco; if he was there I would know about it, I promise.” The Doctor sighed, sharply, considering. “Grace has mentioned nothing like this to me, and she was completely taken over by the Master.”

“Yeah, but he sucked that stuff back out of her, didn’t he?”

“True. Maybe he left some kind of suggestion behind, if he hypnotised you before.” An idea popped into the Doctor’s head. “There is one way to find out: I can do a telepathic scan of your mind, check for any lingering vestiges of control.”

Lee’s eyes narrowed warily. “I thought you told Grace you weren’t psychic?”

“I’m not. There is actually a big different between being psychic and being telepathic. All Time Lords have latent telepathic abilities; the Master honed his over hundreds of years and mine are nowhere near as developed but I can manage a simple scan. Are you willing to let me try?”

Lee thought about it. “I guess so,” he said eventually.

“Excellent! Don’t worry, this won’t hurt a bit,” the Doctor assured him. “Scoot over here, will you? That’s it.” He reached out, cradling the lad’s skull between his hands, forefingers resting against Lee’s temples, quite suddenly and painfully aware of the fragility he held within his grasp. Briefly and illogically he wondered what Grace would say if she walked in and saw them now. “Right... just close your eyes and relax.”

 _Contact_.

This was the easy bit, slipping inside someone’s thoughts; he’d done that many times over the centuries, moving along neural pathways, up through synapses, guiding his own mind through the patterns of another’s brainwaves and into their subconscious. It was all neat and tidy, really, all quite normal... as he moved carefully about the cerebellum he deliberately avoided anything labelled ‘Teenage Angst’ and ‘Secrets’; Lee trusted him and he wasn’t about to pry. Everything seemed in order... or at least it was until he was gradually easing himself out and something kicked him in the hindbrain.

The pain hit him like a ten tonne truck between the eyes. Everything went black; the next thing he knew Lee’s voice was calling his name and there was a blurred shape hovered above him that was probably the worried face of his companion but his vision was too distorted to be sure. He groaned; his ears were ringing and his head felt as though if he moved even a fraction of an inch it would explode.

“Doctor?” There was definite panic in Lee’s voice. “Doctor, say something. Are you OK?”

“So that was it,” he mumbled. “A neural bomb. Primed for the next person who went rooting about in your mind. And of course he guessed that person would be me.”

“What?” Lee seemed to be glancing around for help as though someone might pop out of the walls. He grasped the Doctor’s arm and the Time Lord realised he was lying on the rug; the mental back draft must have thrown him out of his chair. “I’ll go get Grace. Hang on - ”

The Doctor tried to answer; the darkness in his head was overwhelming and it was so difficult to focus. His mental defences had sprung up immediately but the tiny sliver of the Master's mind he'd unwittingly released into his own was incredibly powerful; it was hurling itself against his shields like a battering ram, desperate to find a way through, and they were starting to crumple under the onslaught. The world diming around him again he grabbed for Lee's sleeve as the young man moved away, managing to control his motor functions but only just, and croaked out, "Console... _quickly_!"

"I don't think - " Lee began but the Doctor shook his head.

"Please...!" he gasped, barely containing his cry of agony as white-hot fire lanced across his synapses. Somewhere right at the back of his mind he could hear the Master laughing. He tried to sit up, hanging onto Lee and marshalling all of his fading strength; it couldn't be long before he lost all power over his body. “Please... _help_ me..!”

“OK, OK, lean on me.” With surprising strength Lee hoisted him to his feet; the Doctor clung on for dear life, his limbs rebelling as he tried to put one foot in front of the other, virtually his entire weight resting on Lee’s shoulders. The room was now a shadow world, the laughter gradually becoming louder and louder, and he thought he could hear the cloister bell as the TARDIS, dear old thing that she was, realised what was happening to him. He felt rather than saw the console ledge under his hands as Lee leaned him against it, fingers blindly searching for the controls. A bony hand rested on his own and Lee asked, “What do you need?”

“Tele... telepathic circuits...” the Doctor ground out, his throat tight as his airways began to contract. His hearts were thundering, racing so hard he thought they might actually break out of his chest. Cold sweat started on his forehead. Every word forced out took a herculean effort. “...metal plates... red... red wiring...”

The wait for Lee to find the conduits, guiding his hands over first this side of the console and then the next, seemed a century; behind the laughter a sibilant whisper insinuated itself into his thoughts. _Oh, Doctor, now I’ve got you_ , it hissed delightedly, _I will take so much pleasure from directing your every move_...

“You...” the Doctor panted, “... you want... to bet?”

“Huh? Who’re you talking to?” said Lee but the Doctor ignored him as his fingers finally touched the cold metal of the telepathic conduits. The humming of the TARDIS changed pitch, and he slammed his hands down on the plates, the vibrations running up his arms and making his teeth ache. He didn’t need to see for this, marshalling all of his defences, hurling every piece of mental firepower he possessed, pushing, _pushing_ with all his might against the intruder in his mind.

 _My dear Doctor, this is futile_...

“Says... says you...”

_I can control you, even with this tiny portion of my will. I am stronger than you; this is a game you cannot win!_

“Who... who said it was a... game?” There was something growing in the centre of the Doctor’s mind, something fizzing and boiling like a geyser; he concentrated hard, visualising that force as it bubbled away just below the surface. The Master might have the strongest will in the world, but the Doctor was nothing if not stubborn, and stubbornness could be used positively if one knew how. He was not about to let the Master take control of him, simple as that, and had his old friend spent as much time sampling wine and attending functions as he had during his exile to Earth, he might know about the typical celebratory fashion of opening a bottle of champagne...

 _What... what are you doing?_ This time the voice sounded slightly nervous. _Doctor?_

The Doctor shook his hair out of his face. He could sense Lee’s confusion as the lad stood at his elbow, but could offer him no explanations just now; he had no strength to spare. Fighting to straighten his back he directed his gaze towards the fuzzy black column that had to be the time rotor. The geyser bubbled higher, about ready to blow.

 _Doctor? Doctor what are you doing?_ the Master’s consciousness shrieked. _You can’t eject me!_

“Oh... I think I can...” _Come on, old girl, you know what to do... don’t fail me now, please..._ The Doctor threw all of his remaining focus into shaking the champagne bottle, driving the force, the pressure, as high as he dared. “I wish... I could say that... this has been fun, Master... but... I want you... _gone_!”

 _Noooooo!!!!_ _You can’t do this to me....!_

The bottle exploded, the geyser burst; the Master screamed, the Doctor roared in agony and the TARDIS gave an almighty screech as something was expelled through the telepathic circuits, and into the time rotor. The glass glowed so brightly that even the Doctor’s near-blindness didn’t shield him from its effects. Lee yelled, silhouetted against the blaze, stumbling backwards, his arms thrown across his face. The elephantine bellow of the old ship’s engines reverberated through the console room, deafening in their sudden intensity, as she worked to remove this new impurity within her systems. The noise grew louder and louder, and the Doctor cried out, hands flying automatically to his ears even though he knew the source of the sound and its accompanying pain was within his own head. The engines reached a crescendo, threatening to eclipse all coherent thought, and then, just as abruptly it was all over and the resulting silence seemed to be the loudest he had ever heard.

He hadn’t realised he was lying on the floor again until Lee was helping him up. Taking the proffered hand gratefully he allowed his friend to pull him to his feet, blinking furiously to bring the world back into focus. There was a lingering mist around the edges of his vision that should clear with time; the Doctor mentally reached out, gently, tentatively testing the corridors of his own mind, and was relieved to find it clear of the Master’s presence. Leaning on the console he began to examine the readouts, watching Lee from the corner of his eye as the youngster visibly tried to restrain the questions he must have been desperate to ask.

Eventually, after the Doctor had obviously been showing an interest in the dimensional stabilisers for far too long, Lee blurted, “So, where’s the Master?”

It was an uncomfortable echo of the first time they’d thought their adversary destroyed. If only he’d thought to check for lurking subconscious booby traps then! “Gone,” he said wearily. A headache was beginning to make itself felt behind his eyes and he pinched the bridge of his nose, trying to ward it off. “Hopefully for good this time.”

“What did you do?”

The Doctor raised an eyebrow, but didn’t have the energy to lift it more than a fraction. “Would you like the long answer or the short one?”

“Short. If I’m likely to understand it, that is,” Lee added quickly.

“In a nutshell, I used the force of my own will against his to push him out of my mind into the TARDIS’s telepathic circuits. Fortunately he’d only implanted a tiny kernel of his consciousness into your head and I don’t give up easily.”

Lee frowned. “OK, think I just about followed that,” he said. “So where is he now; still inside the TARDIS?”

“Good grief, no. She’s never done anything to deserve that. She expelled him into the vortex, the clever old thing.” The Doctor patted the console affectionately; if he and the ancient time ship hadn’t built up such a close connection over the centuries he doubted he would have been able to achieve the feat he’d just pulled off. “He’ll be trying to maintain some hold over himself out there, fighting against the time winds and the vortisaurs.”

“Then there’s absolutely no chance of him coming back?”

“Well, I suppose eventually he might find some unsuspecting creature whose mind he could take over,” the Doctor mused, “but I doubt it. There’s very little that can survive for long in the vortex.”

Lee’s shoulders dropped and he whistled, a long and low exhalation of relief. “You have no idea how glad I am to hear you say that.”

“Oh, I think I may have a tiny bit of an inkling.” The Doctor’s arms were visibly trembling as they struggled to hold him upright against the console; his legs were shaking as well, the effort of expelling the Master beginning to take its toll. He tried to push himself upright and nearly overbalanced; thankfully Lee caught him before he could end up in a very undignified pile on the floor for the third time that day.

“Are you OK?” the lad asked anxiously; the Doctor realised he probably looked even worse than he felt and he felt like a dishrag that had been through the wringer once too often.

“I need a sit down, a sleep and a very hot, very strong cup of tea, though not necessarily in that order,” he said, allowing himself to be steered towards his armchair. “Oh, and Lee? If anything like this happens again _please_ tell me straight away.”

He might have caught Lee smiling ever so slightly, but to his credit he just nodded. “You got it.”

“Good.” Dropping into it the Doctor didn’t think his chair had ever felt so comfortable or welcome. He slumped bonelessly against the cushions, barely registering Lee nudging the stool under his feet. “Put the kettle on, would you?”

“You want me to find that lapsang whatsit?”

“No, no, PG Tips is absolutely fine. But remember to warm the pot, and - ”

“I know, I know: six sugars. Hey, Doc,” Lee said as he turned to head for the kitchen, “With all that noise just now do you think we woke Grace?”

“Oh, you woke Grace all right,” announced another voice, full of sleep and annoyance, before the Doctor could even open his mouth.

They glanced at each other, and then towards the interior door; sure enough, there stood a rather irate-looking cardiologist in pyjamas and dressing gown, her hair sticking up at the back. Grace pursed her lips and tilted her head, eyeballing the pair of them.

“So,” she drawled, “Either of you two want to tell me what the hell is going on?”


	13. Chapter 13

**Summary for the Chapter:**

> Old friends... and enemies.

“Look!”

 The Doctor’s eyes lit up and with a breathless shout he was haring across the street. Grace yelled after him, bracing herself for the inevitable crunch of a body hitting a car hood but he somehow managed to move in and out of the lunchtime traffic as though it wasn’t there. Horns honked angrily but he just ignored them, barely even seeming to notice when a cyclist swerved round him, turning the air blue with a stream of really quite  imaginative profanities if the snatch Grace caught over the usual street-level din was anything to go by. A high level of self preservation always at work (well, as best it could while travelling in the TARDIS), she pressed the button for the pedestrian lights, watching as she waited for them to turn green in her favour the Doctor miraculously reaching the other side without serious injury and approaching the cordon, apparently heading for a tall man, getting on in years and carrying a slight paunch, dressed in military fatigues with the peaked cap of Someone Important on his head.

 There were a group of them, she realised when she was finally safely across the road and could properly see what it was that had caught her friend’s attention, all standing around what looked like a very big hole in the sidewalk that had been fenced off with fluttering orange tape. Some had guns, which was slightly worrying; two of them stepped forwards as the Doctor approached and Grace fully expected either an argument or a display of the Time Lord’s formidable charm. Surprisingly there was neither; he simply produced a wallet from the depths of one of his bottomless pockets and flashed the contents at them and after a moment’s consideration they let him through.

 Unfortunately, Grace wasn’t so lucky. “I’m with him!” she told the big guy with the blue beret and the rifle barring her way, but he didn’t move and neither did his buddy.

They both looked at her with the air of men who were thoroughly fed up with rubberneckers trying to crash their cordon. “Do you have a pass, madam?” one of them enquired in a bored tone. “Only those cleared by the MOD are allowed inside.”

“A what? No, of course not - ” Grace blinked. “MOD...  you mean Ministry of Defence?”

They exchanged a glance that spoke volumes. It said ‘We’ve got a right one here’. “Usually,” the other replied. “Unless the initials stand for something else in the States.”

Grace ignored the jibe, too busy boggling at the idea of her extra-terrestrial friend having connections with the military. “The Doctor has an MOD pass...?” She could see the alien in question a few feet away and was about to call to him but stopped when he marched straight up to the important man and tapped him on the shoulder; the smile tugging at his lips when the man turned around with a grunt of irritation quickly became a beaming grin that almost spilt his face in half.

“Hello, Brigadier,” he said, and there was such warmth in his tone that Grace knew instantly she was in the presence of someone not only very important in the army but who was also a VIP in the Doctor’s life.

 This VIP, however, didn’t appear to have heard him, as he was already speaking before he had even registered who it was that had accosted him and his words were anything but welcoming. “Mr Carruthers, I have already told you three times to stay inside your office until we give the all-clear,” he snapped. “This is a delicate investigation and I will thank you not to interrupt and try to undermine my authority again! Any more interference and I will be informing the minister of - ” He broke off as his eye fell on the flamboyant figure of the Doctor, sticking out like a sore thumb amongst the uniforms and suits. “Good God. Who the Devil are you?”

 The Time Lord tried to school his features into a stern expression but Grace could see the smile that still tried to creep in at the corners. Instead he sighed heavily, shaking his head. “Now, now, Alistair, I’m wounded. Is that any way to greet an old friend?”

 Sharp brown eyes looked him up and down and then it was the old soldier’s turn to sigh. “Doctor,” he said. “I should have guessed. Who else would run around town dressed like that?”

 Affronted, the Doctor glanced down at his burgundy velvet coat and embroidered waistcoat, brushing away an invisible speck of lint. The cravat tied in a bow around his wing collar like a riverboat gambler might have seemed like overkill on a man with less strongly-sculpted features, especially when worn next to those unruly curls but as usual he carried it off despite Grace’s misgivings, looking dashing rather than ridiculous. Almost as if he’d heard her thoughts he turned his head, raising his eyebrows when he spotted her on the other side of the barrier. She mouthed ‘Told you so’ and he stuck his tongue out at her. This time the exhalation his military acquaintance gave could have been the very definition of ‘long-suffering’.

 “Don’t you think that two bodies in as many years is living rather too fast?” he enquired.

 The Doctor’s delighted smile broke through again as he offered a hand that was immediately accepted and firmly shaken.. “Only two years for you, Alistair; it’s been a good few decades for me, I assure you,” he replied smoothly.

 “Of course, it would be. And you’ve grown younger again; I swear you do it just to spite me,” Alistair said with a rueful twitch of his greying moustache. He glanced around. “Do you have a companion, or are you travelling solo these days?”

 The Doctor gestured in Grace’s direction and she gave a little wave, still annoyingly flanked by her two new acquaintances. “Your people seem to be monopolising her attention somewhat. Mind you, Grace is wonderful company so I can’t really blame them.” The two soldiers looked at Grace and she smiled hopefully but nothing happened.

 “Oh, good grief... Grantham, Harper, let the young lady through,” Alistair barked.

 “Sorry, sir, but she doesn’t have clearance,” one of them, the bigger guy, protested, his colleague nodding in agreement. “Major Blackwood’s orders. We can’t - ”

 “She’s with the Doctor; that’s all the clearance she needs. I will vouch for her, if it’s necessary.” When they continued to dither their superior rolled his eyes impatiently. “Oh, just do it, man! _That_ is an order.”

 His tone, that of one long used to being obeyed, had them both snapping to attention. A moment later Grace was being ushered through, though not without some reluctance. “You have some explaining to do,” she told the Doctor when she reached his side.

 “That’s no surprise; I usually do,” he replied, unrepentant as always. “What do I need to explain this time?”

 “I don’t know... how about what it was you showed those goons to let you in here? Since when have you worked for the army?”

 He grimaced. “Technically since the early seventies. I was stuck on Earth and acting as UNIT’s scientific adviser helped to relieve the boredom. I suppose I should really get a new pass with my own face on; it would save a lot of bother and psychic suggestion.”

 “UNIT?” Grace just stared at him. He stared back. “What the hell is UNIT?”

 Behind them Alistair cleared his throat. “Doctor...?”

 “Ah, yes, yes, yes, introductions, very remiss of me,” the Doctor said swiftly. “Brigadier Alistair Gordon Lethbridge-Stewart, lately head of the United Nations Intelligence Taskforce, may I present Doctor Grace Holloway?” His expression went vague for a moment as though he’d lost something, apparently only just now realising Lee wasn’t with them. “We do have another friend but we seem to have mislaid him at the moment. He’s not stuck on the other side of that cordon, is he?”

 “He went off to look at the sights,” Grace reminded him. “By now he’s probably been picked up and locked in the Tower of London.”

 Alistair coughed again. “You know, we really don’t do that any more, unless he commits treason. Is that likely?”

 “I certainly hope not,” the Doctor muttered. “Though he came accidentally close to it that time on Belerapha - ”

 “It’s a pleasure to meet you, Mr... Stewart,” Grace announced, cutting across him just in time. “Is that right?” The man’s moniker had been such a mouthful, especially when rattled off at a rate of knots, that it was hard to figure out which bit was actually his surname.

 “It’s Lethbridge-Stewart, actually,” he began, only to be interrupted by the Doctor.

 “Everyone just calls him ‘Brigadier’,” he said airily, only for his friend to harrumph. “It’s much easier.”

 “Not strictly true, Doctor,” the Brigadier objected. With a roll of his eyes he returned his attention to Grace. “So, another doctor, eh? Scientific?”

 “Medical; I’m a cardiologist. Currently on sabbatical,” Grace added hastily. “Seeing the universe. Apparently.”

 “She’s my doctor,” the Time Lord said with a fond smile. “The best in the business.”

 Alistair looked surprised. “Really? I wouldn’t have expected you to need medical supervision. I hope it’s nothing of a serious nature.”

 “Well, I’m getting on a bit, you know.” With a shrug the Doctor glanced at Grace, the smile now conspiratorial. “Hearts aren’t what they were. It doesn’t hurt to have friend who’s also an expert in the field.”

 “If there’s an expert in the field of Time Lord biology I’d love to meet them,” she said dryly. “I could do with a few pointers.”

 “Doctor,” the Brigadier put in wearily before he could voice the retort that was obviously on the tip of his tongue, “I assume by your presence that that machine of yours somehow homed in on our problem? I was about to activate the tele-whatsit you left; we are in need of some assistance.”

 The Doctor blinked, as though in his delight at seeing an old friend he hadn’t even noticed the enormous hole in the pavement. “The space-time telegraph? I’d forgotten all about that. It must be serious.” He leaned around Grace to get a good look and his eyebrows almost disappeared into his fringe. The hole – actually more of a chasm - stretched into the little square that opened off the street, the roots of a big old oak tree dangling in mid-air where shortly before they’d been happily burrowing into the earth; a moment later he’d reached the perimeter and was bending over the edge, much to the consternation of whatever experts UNIT had already called upon. When Grace and the Brigadier joined him one or two, armed with clipboards and measuring devices, made clear their objections to the oddly-dressed stranger suddenly in their midst who was apparently intent on destroying their work.

 “Sir, this is highly unorthodox,” a very tall, very thin man with a marvellously long nose opined. “We are in the middle of some very complex research, and cannot have civilians marching in without even a by-your-leave... hey! Stop that! Those markers are absolutely vital - ”

 “What, these?” the Doctor enquired innocently, holding up the peg with its attached length of twine that he’d just removed as the man rushed towards him waving his arms. There were easily a dozen lines, criss-crossing the hole at different angles. “String’s not going to help, you know.”

 “I doubt if you have any knowledge upon the subject at all,” the scientist snapped, grabbing back his peg. “These markers have all been carefully measured, allowing us to exactly calibrate the size of the hole. Until we have the relevant data we cannot begin to surmise how and why it opened so suddenly.”

 “It just appeared?” Grace asked, and the man glanced at her in irritation. “A sink hole?”

 “Possibly; we have yet to determine exact circumstances. Sir, is it strictly necessary for these...” He looked her up and down with obvious distain and turned to the Brigadier “... _people_ to be interrupting our investigations? Brigadier Bambera has never - ”

 “Brigadier Bambera is in Geneva and _I_ am in charge here, Professor Allcott,” Alistair said sharply as Grace opened her mouth to give the jerk a piece of her mind. “I am quite at liberty to bring in my own advisers and I suggest you cooperate with the Doctor; I’ll wager he knows more about this than anyone else.”

 Allcott winced at the sound of the sonic screwdriver and glared at its owner, who was now balancing on his heels on the very edge of the hole, on the verge of toppling in. “ _That’s_ the Doctor? But he was notorious in the service nearly thirty years ago! That man cannot possibly be old enough - ”

 “I’m older than I look, but thankfully age does not wither, nor custom stale my infinite variety,” the Doctor said, appearing from behind Allcott and making the him jump. None of them had noticed him move. Despite his flippant tone his expression was serious. “Alistair, you need to seal this breach immediately; cover it with everything you have. And clear the area, keep everyone away. _No_ exceptions.”

 “No! We haven’t finished collating the preliminary findings! Brigadier, I must protest - ” Allcott began but the Brigadier cut across him.

 “What is it, Doctor?”

 “Don’t you recognise it, Brigadier?” the Doctor asked quietly, gaze fixed intently on his old friend. “This isn’t an ordinary sink hole, if such a thing exists. Doesn’t it look more as though... something broke its way out from down there?”

 Alistair looked blank for a few moments before an expression of horror began to creep over his face. The colour drained from his cheeks. “Dear God. We’re on the edge of the City! Nineteen sixty-nine. Tobias Vaughn. _Them_.”

 The Doctor nodded. After a beat, with no more information forthcoming and Allcott looking as confused as she felt, Grace said, “Once more for the rookies?”

 “Doctor! Doctor, we’ve been looking all over for you!” The Doctor opened his mouth to reply but another voice came out instead of his own. A very familiar voice. He spun round, the others quickly following, to see Lee haring towards them from the opposite side of the cordon, across the square, as though running for his life. There was a girl with him, a young woman with long dark hair and flashing black eyes, who looked almost as rattled. Grace wanted to ask how they’d managed to bypass UNIT security until the girl halted in front of the Brigadier, coming to attention; the elegance of her salute was marred somewhat by the bulge beneath the hastily-buttoned front of her jacket.

 “Lee, what’s going on?” demanded the Doctor at exactly the same moment Alistair barked,

 “Report, corporal!”

 “Doctor, this is Li Hun,” Lee announced breathlessly before his friend could speak. “We found something we really think you should take a look at.”

 “What the devil...?” Allcott muttered as Hun opened her blazer and something big and silver, looking like nothing so much as a metal jellyfish, clattered to the floor. He reached out, but the Doctor jumped forward, knocking his hand away. The professor glared over his glasses. “How dare you - !”

 “Don’t touch it,” the Doctor told him, eyes wide and tense. “Don’t _ever_ touch it.”

 “Why ever not? _They_ did - ”

 “And they’ve been extremely lucky. It must be inactive for some reason; we don’t want to wake it up by accident.” When the scientist just stared at him the Doctor sighed shortly, shaking his head. “Don’t you read the records, professor? Don’t you recognise it?”

 Allcott blinked. “Well, I suppose it looks vaguely familiar, but I don’t have time to go through the particulars of every creature UNIT has ever encountered,” he retorted. “I suppose _you_ know exactly what it is.”

 “I’m afraid to say that I do, only too well.”

 “What is it, Doctor?” Lee asked a second before Grace could. “It came after us in the street; we tried to take cover in that church with the big dome.”

 “St Paul’s,” Hun supplied when the Brigadier raised an eyebrow. “Bullets don’t touch it; it just kept coming, and only stopped when Lee managed to smash it into one of the tombs. The impact seemed to deactivate it.”

 Lee pulled a face. “It left a bit of a crack in the marble. The guy in the cassock really wasn’t pleased.”

 “I’m sure old Chris won’t mind,” the Doctor said incomprehensibly, running the sonic screwdriver over the thing. From where Grace was standing it looked as though it had some sort of prehensile tail, and very sharp teeth; it was like nothing she’d ever seen. The warbling of the screwdriver increased and it jerked; everyone took a hurried step back but thankfully it appeared to be an involuntary reaction and it dropped back to the floor with a clang.

 “Maybe not.” She wasn’t going to ask who ‘old Chris’ was; now was not the time for namedropping. “But what _is_ it?”

 “It’s called a cybermat,” said Alistair, lip curling in disgust. “And wherever it is, its masters won’t be far behind.”

 Allcott frowned. “’Masters’? There’s someone controlling it?”

 “Oh, yes.” The Doctor straightened, his face grave and his sharp blue gaze encompassing them all. “The Cybermen. They’re loose and we have only a matter of hours before they start trying to make the people of London just like them.”

 

**Notes for the Chapter:**

> For my own purposes I'm ignoring The Dying Days and writing this series as a continuation of the TVM. (And I'm also ignoring my own slip in an earlier chapter when I mentioned Wolsey...)


	14. Chapter 14

**Summary for the Chapter:**

> Sleepyhead...

There were some strange noises coming from the console room as Grace entered. At first she thought it was the Doctor tinkering with the ship’s innards again; ever since the TARDIS had refused to return to San Francisco he’d been repairing this, recalibrating that, just in case her apparent capriciousness was due to faulty circuitry rather than a stubborn avoidance of one particular point in space and time. Unfortunately, his work had so far proved to be in vain as they’d got no closer recently than London, 1996, and even though it was vaguely in the right direction, after their experiences with the Cybermen Grace had no desire to live there through the next three and a bit years in order to catch up with herself.

 Reaching the console, she decided that the noises sounded oddly familiar and a few moments later realised why when she saw the screen of the old-fashioned Bakelite TV that served as a monitor: usually it showed up their destination or current location in big letters but this morning the picture was black, with a divider down the middle and another short, thick line on either side that moved up and down in time with the beeps.

 “Oh, my God,” she said to no one in particular as a white circle bounced across the void, “Is that _Pong_?”

 “Is that what it’s called?” Lee’s voice nearly made her jump. Grace spun round to see him leaning on the ledge, what looked like a computer joystick in his hand. He raised his eyebrows. “It’s seriously retro, man. The TARDIS just pulled it up out of nowhere; think she guessed I was bored.”

 “I suppose I shouldn’t be surprised that this bucket runs ancient PC games; it’s about as sophisticated as a Commodore 64. Who’s winning?”

 “She is, of course.” He grimaced. “My fault for trying to play a time machine; I think she knows each move before I make it.”

 Grace shrugged. “Well, to be fair in _Pong_ there aren’t many moves you can make. How come the Doctor’s not playing?”

 There was another beep, the ball disappeared from sight and the next moment the words GAME OVER flashed up. Lee groaned. “That’s twelve in a row!” he exclaimed, throwing the stick onto the console with a clatter. The TARDIS gave a rumble that sounded faintly aggrieved; if the Doctor had been there Grace was sure he’d be cooing and stroking the panel trying to soothe her. After a few seconds Lee actually seemed to register that she’d asked him a question as he headed across the floor to slouch down in the Time Lord’s armchair. “Oh, yeah; he said he’d give me a game but I haven’t seen him all morning. Maybe he got lost in the corridors again.”

 “He didn’t get lost, you know that,” Grace chided, though she couldn’t help smiling at the memory. “His watch stopped and he forgot the time.”

 “Yeah, right; a Time Lord who forgets the time.” With a snort Lee swung his feet onto the footstool and reached for one of the ancient magazines that balanced in a teetering stack on a side table. He flicked through it for a moment before looking at her over the top. “Hey, d’you ever get the feeling he’s making all this up as he goes along?”

 “Of course I do! What a crazy question. I knew he didn’t have the faintest clue what the hell he was doing as soon as I met him.” Glancing around the console room, at the candles and books and exotic house plants but no Doctor, she sighed. “I guess I’d better go see what trouble he’s managed to get into today, if he’s even here. Sometimes I wonder if _I’m_ crazy to let him out without a leash.”

 

***

Amazingly, she started with the library and struck lucky straight away.

Of all the insane and impossible rooms within the TARDIS, this one had quickly become her favourite; given the opportunity (which wasn’t often) she could spend hours curled up on one of the huge couches, nose buried in one of the hundreds of thousands of books that filled the shelves. The Doctor had once claimed to have a copy of virtually everything ever published across the entire universe, and while Grace was pretty sure that was bullshit – even the TARDIS couldn’t manage to store that much information, could it? – there was certainly plenty to choose from, exquisite illuminated manuscripts sitting alongside futuristic data sticks, tomes in foreign languages and alien tongues miraculously rearranging themselves into English when she picked one up. The ornate bookshelves that held them stretched from floor to ceiling, categories picked out in scrolling gold leaf, their ranks marching on apparently forever; she’d tried following them once and been forced to give in several hours later when she’d walked for what felt like a hundred miles and found no sign of a back wall. She asked the Doctor whether having a practically infinite library wasn’t a bit of an inconvenience if you needed to know something in a hurry; he’d just replied loftily that libraries were places of relaxation and reflection, not for rushing, and anyway the TARDIS kept most of the really important books in the console room, a response that had Grace wondering why the ship bothered with a library at all.

The reason, she realised when she discovered that her favourite sofa was occupied and there was a fire burning in the grate that had suddenly put in an appearance between the shelves, was to give her pilot somewhere to retreat on the odd occasion he might need it. Grace and Lee had their own rooms, each carving out a little space amongst the madness, but the Doctor had never given any indication he might do the same; whenever she became too curious he loved to play the alien, pretending to be above such petty human concerns. However, it seemed that even Time Lords eventually needed to stop and rest, no matter what they might claim.

“Sleep is for tortoises, huh?” Grace muttered, an affectionate smile tugging at her lips as she stood in the middle of the rug and regarded her friend. The Doctor was draped over one end of the couch, one hand trailing on the carpet and the other resting on his chest, just about stopping the patchwork blanket that was doing a pretty poor job of covering him from sliding onto the floor. His coat had been abandoned in a heap on the coffee table and there was an old needlepoint cushion under his head; to all intents and purposes he seemed utterly dead to the world.

He’d kicked off his shoes, too, and Grace just about resisted the impulse to tickle his exposed feet as she took a seat at the other end of the sofa and lifted them gently into her lap; he looked so peaceful she was reluctant to wake him. Barring moments of involuntary unconsciousness this was probably the stillest she’d ever seen him; he didn’t move, didn’t even twitch, and certainly didn’t grunt or snore, or any of the other annoying things human men tended to do in their sleep. There was only the soft sigh of his breathing, and to be honest she was only really aware of that because of the slight rise and fall of the fingers that were spread across his waistcoat. With his profile clear-cut against the back of the sofa and chestnut curls fanning out around his head like a halo Grace had the fleeting impression of an angel fallen from some Renaissance painting, until she reflected in amusement that angels didn’t often have holes in their socks.

  _What do you think of it?”_

His voice in her ear made her jump; glancing up she found his position hadn’t changed, eyes still closed and expression slack in sleep. Was unconscious ventriloquism yet another ‘Time Lord Thing’?

_“Is it a good face, do you think?”_

Of course. It could only be the TARDIS, tapping into her memories, memories of the only other time Grace could recall him being so completely motionless: that morning she’d come across him in the wardrobe room a few days after she and Lee had become stuck aboard the ship. It was the first real downtime they’d yet experienced, running from one planetary disaster to another in a ridiculously short space of time, and the Doctor was sitting amongst the racks of clothes on a fold-up chair, stock still in front of a full-length mirror...

 

***

_He hadn’t moved in the last five minutes. Hadn’t even blinked. For a few moments Grace wondered whether he was actually breathing, but the almost imperceptible expanding of his chest thankfully allayed any fears on that score. He sat forwards in the chair, hands resting on his knees, and there was a slight frown embedded between his eyebrows as he stared at his reflection. That expression seemed almost confused, she thought, as though he’d never properly seen his own face before; given he’d been wearing it for less than a week, Grace realised that may well have been the truth. She couldn’t even begin to imagine what it must be like to look in the mirror and see a stranger staring back at you. How weird, disorienting and downright scary must that be?_

_She found herself loitering amongst the coats, not liking to move herself in case she disturbed him. He continued to sit, and stare, what felt like an age, until finally he raised one eyebrow at himself, then the other, then both. Pursing his lips he scrunched up his nose, drawing his brows close together; he glared, glowered, frowned, pulling his new features around as though they were plasticine. It was quite bizarre to watch, this display of a man gurning into a mirror, trying to find out how his face worked. It was probably also quite private, Grace thought, suddenly feeling as though she was intruding but not really knowing how to extricate herself without revealing she’d been there all along, spying on him._

_When he spoke it startled her so much she nearly hit the ceiling._

_“What do you think of it?”_

_He wasn’t even looking in her direction, eyes still on the mirror, and she wondered how he even knew she was there._

_"Um... think of what?” she asked, her voice muffled by the purple fur coat she’d ducked behind. It had a faint musky smell, and a tiny part of her brain started irrelevantly imagining what kind of animal it might have come from._

_The Doctor finally moved, twisting round and pointing towards his face. “This. What do you think of it?”_

_“I...” Immediately Grace knew what she superficially thought, but, not being a teenager with a crush, she wasn’t about to let him know that. “Isn’t that a rather personal question?”_

_“Only for me, and I asked it.” He swung back round to his reflection, the frown creasing his forehead once more. “Is it a good face, do you think?”_

_It was pointless hiding behind the coat any longer, and staying there made the conversation even weirder than it already was. “Well, I guess that depends on your definition of ‘good’,” Grace hedged, coming to stand beside him. He shot her reflection a puzzled look. “It’s a very... nice face.”_

_“Really?” The brows shot upwards again for a second before he peered at himself, eyes narrowed. “I suppose it’s an improvement on the last one,” he said eventually, “Less crumpled, for one thing. That one always had something of a ‘lived-in’ look, even when it was new.” He pulled at his chin, turning his head this way and that. “You don’t think it’s too long?”_

_She shook her head. “No.”_

_Now he was tapping at his cheekbones. “Are these too sharp? The whole thing is a bit too... angular, perhaps.” He pushed his hair back from his temples and grimaced. “I think the ears are too big.”_

_“It’s not; they’re not. It all looks fine to me,” Grace told him honestly. She might have laughed, had he not sounded so utterly serious. The situation was ludicrous, but very real to him; he was, after all, the one who had become a completely different person a few days before._

_He met her gaze in the mirror, eyes bright and impossibly blue in a face that was... Grace wasn’t in the habit of gushing but he really was more than just good-looking, more than just handsome. Whether man or alien, he was... he was beautiful now. Did he really have no clue what that meant? “You’re sure?” His tone was guarded but hopeful, much like a small child wanting reassurance. “Absolutely sure? You’re not just humouring me?”_

_"Yes, Doctor, I’m sure,” she promised, and then inwardly cursed herself when she added without thinking, “You’re going to break a lot of hearts with that face.”_

_The puzzled look was back. “I’m not entirely sure what you mean by that.”_

_“Oh, God...” Now she’d done it. Grace chewed on her lip for a moment and forced a smile. “Y’know, that’s probably just as well.” After a beat, and before the moment could become any more awkward, she said quickly, “You’ll get used to it. Hell, I’ve had a hard enough time dealing with a new haircut; for nearly two weeks every time I saw myself in the mirror I just looked wrong.”_

_He frowned, and this time there was the definite hint of a pout. Long fingers came up to tug on his curls. “Now you mention hair, I’m not completely sold on this. There’s just so...” His other hand waved vaguely in the air, as if searching for a qualification. “...so_ much _of it!”_

_Would you rather you were bald?” she asked, relieved to have changed the subject._ Crisis averted... for now _,_ at least _. When he glared at her she just grinned, and fingered a couple of his untidy locks. “If we ever get back to my time I know a great stylist who could probably fix it for you, but to be honest... I like it as it is.”_

_The Doctor blinked. “You do?”_

_Now Grace did laugh, sliding her arms around his neck from behind. “Yeah, I really do. It makes you look... what was that word you used the other day? Dashing, that was it. It makes you look dashing.”_

_"It’s strange, and rather frightening, not recognising yourself,” he admitted, leaning his head against hers. “Especially when the first time you see your face you don’t know who you are.”_

_She gave him a squeeze and a quick peck on the cheek. “I know.”_

_“I’m still not entirely sure I like it, but I suppose...”_

_Grace waited, but no more was forthcoming. “You suppose...?”_

_“I suppose...” He smiled for the first time. “I suppose that since you like it so much I might just keep it.”_

_***_

Grace realised she had almost nodded off herself when the sound of the Doctor mumbling something about mushrooms jerked her back to full awareness. She looked round to see him moving for the first time in what felt like hours and couldn’t resist running a finger down the length of his foot, feeling the involuntary shiver that ran through him at her touch. He raised his head, eyes opening and then widening briefly as he evidently took in the fact that he was stretched out on the couch with his feet in her lap, a position in which he had definitely not gone to sleep, and said,

“Shame on you, Grace, for tickling a man when he’s down.”

“You do a great impression of sleep for someone who claims he doesn’t need it,” she countered. “Or were you just resting your eyes?”

He flicked an eyebrow at her. It hadn’t taken him long to work out the best use of those. “If I recall, I think I said I don’t need _much_ sleep. Even I have to stop and recharge occasionally.”

“That’s good to know. Otherwise I’d be starting to think you weren’t human,” Grace told him with a smile. “Good dreams?”

“Mmm.” The Doctor stretched enthusiastically, his back almost arching off the sofa. “To be honest, I rarely remember my dreams. You have so many in a thousand years; it’s hard to keep track. You know, it’s funny,” he added thoughtfully as he relaxed back into the cushions, “I don’t remember actually intending to fall asleep. I came in here to look for an Agatha Christie and the settee looked so inviting... I must have curled up and nodded off.”

“Maybe the TARDIS thought you needed a break.”

“Maybe she did, at that. Sentimental old girl.” He shook his head fondly, before fixing Grace with a beady blue stare. “The next thing I remember is waking up to find you nursing my feet. Not that I’m complaining, but it does rather beg the question: why?”

“Hey, I wanted to sit on my favourite couch, but it was occupied. What’s a girl to do?” she asked, tracing a fingernail across his big toe, which was poking through a hole in his sock. He squirmed. “And just as a heads-up: it’s not a good idea to let someone know you’re ticklish.”

“That,” the Doctor said firmly, his voice rising an octave as she ran her other hand up his ankle, “is patently contrary to the rules of war anywhere in the universe, Doctor Holloway.”

“Who said I play by the rules?” Grace grinned wickedly, fingers dancing up his shin and finding the sensitive part behind his knee. He scrambled backwards in a desperate attempt to get away, not realising how close he was to the edge of the sofa; there was a moment of wobbling and then he toppled over onto the rug, tangled up in his blanket, chest heaving with the laughter he was trying to suppress.

“Not... fair!” he gasped as Grace showed him no mercy, aiming first for his side, then beneath his arm, and finally under his chin. He struggled as best he could but she’d played this game many times with her cousins and won, despite them being older and bigger than her. Though he was roughly the same size and considerably stronger than her, the Doctor didn’t even try to fight back, just crumpled into a wiggling, giggling, pile beneath the onslaught until finally she had him pinned, arms above his head as she straddled his chest. He wasn’t red in the face as a human would be, just very attractively flushed; as their eyes met he asked breathlessly, “Is it me, or is it getting a little warm in here?”

_Tell me about it_ , Grace thought. They looked at each other for a long moment, until eventually she muttered, “Oh, what the hell,” and kissed him.

It wasn’t a deep kiss, or a passionate kiss; it was slightly clumsy and unpractised on the Doctor’s part but it was interesting and definitely more than those they’d shared in the park and Grace would have been keen to pursue it and see where it led. Unfortunately, however, it seemed that today wasn’t going to be the day as before she got a chance a scandalised voice exclaimed,

“Oh, jeez, I wish you guys would find a room with a lock on the door!”

A scream of frustration began to build in Grace’s chest, thankfully checked by the grin she felt quirking the Doctor’s lips against hers. He was quite obviously trying not to laugh, but she was glad to find the apparent same reluctance on his side as they drew apart. Lee was watching them with the same horrified/disgusted expression she imagined he might wear if he’d caught his parents making out; she supposed she couldn’t really blame him, as coming up with another plausible explanation for why they were sprawled on the floor in a somewhat compromising position would have been a challenge.

Naturally, of course, being a man (alien, whatever) unable to resist one of those, the Doctor just had to try. As he stood up, stopping to offer her a hand to help her to her feet, he replied cheerfully, “Oh, it’s not what you think, Lee. We were just... testing out a theory.”

“Yeah?” Lee didn’t look even remotely convinced. “What theory?”

“Well, you know...” The Time Lord glanced at Grace; she just looked back expectantly. “We thought we’d find out whether it’s true that the Sleeping Beauty curse is really just a myth.”

Grace elbowed him in the ribs. “Is that honestly the best you can do?” she hissed.

“I’m thinking on my feet,” he retorted, barely moving his lips. “Please feel free to suggest an alternative at any time...”

Oblivious, Lee rolled his eyes. “Doc, I may be only seventeen but I’m not _stupid_.”

“Ah.” The Doctor tapped his chin with a thoughtful air, as though he’d never really considered the idea before. “Yes, yes, that’s very true.”

“I could have told you that,” Grace pointed out. Before either of them could say anything else she turned to Lee with a bright smile and asked, “So, did you come to tell us you beat the TARDIS?”

Immediately Lee’s gaze dropped to the floor and he kicked at the coffee table. “No,” he admitted, adding quickly, “I think she cheats. It’s obvious; she can see the future!”

“Well, not quite, though she can look into the timelines,” the Doctor said, “And I shall have to have stern words with the old girl if she’s been reaching out into the vortex to pre-empt your moves in... what is it you’re playing?”

“ _Pong_. And she’s wiping the floor with me.”

“ _Pong_? Excellent! Why didn’t you wake me?” His eyes lit up and he cracked his knuckles loud enough to make Grace wince. “ _I’ll_ take her on, with one hand tied behind my back if need be!”

“You only use one hand in _Pong_!” Lee shouted after him as the Time Lord steamed out of the library, rolling up his sleeves and making a beeline for the console. He sighed, shaking his head in a way Grace found utterly familiar; she’d been doing the same thing herself ten times a day since they started this funfair ride. “Is he even listening to me?”

She shrugged. “Who knows?”

There was a pause, broken only by a series of very irritated-sounding beeps from the TARDIS. As the Doctor murmured soothing nonsense to his ship, Lee considered the vaulted library ceiling for a few secondsbefore he shot Grace a sidelong glance and said slyly, “So... Sleeping Beauty, huh? You seriously expected me to believe that?”

“Stop being an asshole, Lee,” she warned, only half joking.

“Wouldn’t one of you have to be asleep for that to work, anyway?”

“Asshole,” Grace said, pointing a stern finger.

Lee held up his hands in surrender. “OK, OK, I give.” He followed her through the doorway and waited precisely twenty seven seconds before he added, “Maybe you should try it that way next time...”

Thankfully, the TARDIS refused to translate Grace’s response.

 

 


End file.
